Hell Mouth In New York
by WelshSpiderMike
Summary: 1st fanfic. Spider-manBuffy crossover. Not many of them aye? Long story short, Buffy (post Chosen) and the scoobies go to New York. Peter Parker (post Spider-man 1) is struggling in life. Enjoy! Please review
1. Introduction of the Heroes

"Hell Mouth in New York," is a fan fic story that takes place after the first Spider-man**™** movie, the seventh series of Buffy the vampire slayer**™,** (Post ,'Chosen'), and during the fifth series of Angel**™** (Post, 'Reaper'). Buffy Summers, and her friends that survived the destruction of Sunnydale, are travelling the world to find the new slayers. The next slayer to find is in New York, the home of Spider-man.

'Spider-man**™**,' is the property of Stan Lee, Steve Ditko, Marvel®, Columbia Pictures® and Sony Pictures®.

'Buffy the vampire slayer**™**,' and, 'Angel**™**,' are owned by Joss Whedon and Fox entertainment®.

Chapter 1: Introduction of the Heroes.

New York City is often called the city that never sleeps; this is true in many ways. People walk the streets of New York, twenty-four hours a day, seven days a week, but the person who truly doesn't sleep crouches over the city on a rooftop, watching the other people, yearning for what they have and something he can never have, normality.

What no one but he knows is that this man has seen more tragedy in his life than possibly any other human-being on the planet. Even from his childhood he has known great misery, when he was orphaned at an infant age. Receiving news that his parents had been killed in a plane crash while he was still in his crib. But in the last few months he had lost his uncle Ben, the only father figure he had known, and another great influence on his life, his science and business idle, and best friend's father, Norman Osborn.

This man crouched over the city in a spandex, red and blue, costume and he stared, unfocused on the people below. This man removed the mask he wore and looked up at the stars shining through the dark sky.

The costume he wore was nothing new to the resident New Yorkers. It was the same Spider-man costume that the crime fighter had worn since his first time as a professional hero. The red spider on his back looked sharp and seemed to shrink as he leaned backwards. The blue parts of the costume reflected the city's subtle glow. The webs that covered the crimson portion of the outfit also shone in the synthetic lights of New York, while the white, triangular eyes of his mask echoed the cars passing below, visually, as he held the visor below his left knee.

His eyes watered slightly. Closing them, he sighed, he placed his mask back over his face. He raised his hand and pressed two of his fingers against his palm, shooting a thin, but strong web out from his wrist. Grabbing the web, quickly, he leapt off the rooftop, and still clenching the web-line he swung to another rooftop. He bounced off a nearby flagpole and again produced another web-line, which shot and attached itself to a gargoyle on an opposite building.

It was the last night of September and many of the New Yorkers were busy, (As usual), with their daily chores. October was only a few short hours away. Many didn't know which to prepare for first, Halloween, Thanksgiving or Christmas.

Spider-man's elegant dance that he called web swinging made him appear as though he was flying to the rhythm of an unheard song.

"Look mummy, it's Spider-man!" A young girl shouted from the streets below, as she used one hand to grab her mother and gain her attention, and the other to point up at the costumed vigilante.

"Spidey! Dude! You rock!" A young man in a multicoloured shirt and holding a skate board, screamed up to the sky, standing transfixed.

"Menace!" A middle-aged woman yelled to the skyscraper rooftops, dropping one of her shopping bags to use the hand to shake a fist at the, by now empty, rooftop.

Spider-man walked the ledge of a building across town, a short time later, taking the mask away again. Leaning against the wall, he clenched the mask taking in the cruel and harsh comments he had to endure every time he tried to do some good in the world. Tears slowly came, depriving his hazel eyes of the sight of the stars above. The wind gently blew against his brown, mousy hair.

Opening his eyes he looked up, feeling that he wasn't alone.

"I know, I know. 'With great power, comes great responsibility.'" He said to the space in front of him, "But I think I'll turn in for now. See you later, Uncle Ben."

"Buffy?" A redheaded girl, named Willow called as she entered a dark hotel room in Paris, France. It had been three months since Buffy Summers, her close friends and several vampire slayers watched the city of Sunnydale, California crumble and fall in to the Earth. To Miss. Summers it had been a relief in many ways. The largest evil on the planet that had been Buffy's responsibility had finally been destroyed. "Buffy we've found another slayer." The room had a few lit candles on a desk pushed up against a nearby wall but still didn't have enough light to let the witch see her friend. Several torn clothes were spread out along the floor and furniture, one chair was buried under a pile of antique books.

"Great Will," Buffy replied, "Where is she?"

"New York." Willow told the blonde girl, who was punching a sack hanging by a hook.

"Right we'll head for America tomorrow." Buffy informed, removing the sack. "Do we know anything about this girl?"

"No sorry," Willow regrettably told, "we need to be closer, so far all we know is that she's living in New York."

"Okay, where are the others?" Buffy asked.

"Xander and Faith are already on their way to New York, after their visit to L.A." Willow said informingly. "You, me, Dawn, Kennedy and Giles are gonna meet 'em tomorrow."

Buffy gently threw the sack in to one of the corners. She slowly walked over to a bed, pushed against a wall, and sat on it. She looked in to her hands and sighed. Slightly quicker, she looked up at Willow.

"How are you?" Buffy asked unexpectedly.

"Uh, fine," Willow answered uncertainly, "my location spell accidentally caught fire and burnt my finger, but I'm okay."

"Did you expect Sunnydale to suddenly disappear?" Buffy asked again, lowering her head once more.

"Um, no." Willow replied, "Buffy?" Buffy's head jerked up to see who was calling her, once she realised that it was Willow, she lowered it again. "Are you okay? You look a little…"

"I'm fine." Buffy pronounced firmly. There was a still silence. Buffy looked up once more to investigate what damage she had done. She looked up to find not a shocked face but an understanding face, a face that would accept whatever Buffy had to say with calm, heartfelt answers. "Will, I'm sor…"

"Sorry?" Willow finished her sentence for her. "Don't be. A lot's happened in last few weeks. You've been through a lot." The slayer's best friend grabbed a seat and sat in it, opposite the slayer. "I hate to be an I-told-you-so, but, you know the rest. I knew there was something wrong."

Buffy stared at her admittedly.

"Do you want to talk about it?" Willow enquired.

"No." She retorted and she once again dropped her head. "Not yet."

Willow extended her arm and held the other girl's shoulder.

"Okay." She said softly. "Okay."

In a New York apartment bedroom four weeks later, Peter Parker awoke from a very short sleep.

"Damn!" He exclaimed with his eyes still shut and his face still pressed against his pillow. "I've got to stop this late night superhero business. I've had two hours sleep, in the space of two weeks. Now I'm no expert on the human-psyche, but I'm pretty sure that's not a good thing."

Pushing himself from his bed, he then made his way to a drawer on the other side of his room. He opened it and pulled out some clothes. After getting dressed, he noticed something in his drawer. His Spider-man outfit. Staring at it, his mind was overflowing with thoughts of past enemies and old regrets. Someone knocked his door. KNOCK, KNOCK.

"Peter? Pete you in there?" His roommate, Harry, called from behind the door.

Peter quickly grabbed the costume and shoved it in to his backpack.

"Yeah." Peter called back.

"Did you over sleep or something man?"

"What?"

"It's like half past eleven. If I'm not mistaken your lecture started at nine dude." Harry informed him.

"Oh, crapolla!"

Peter slammed his drawer shut and opened his door, but before Harry could say anything, Peter was out his bedroom door and down the stairs, making his way to the apartment exit.

"Bye?" Harry said confusingly, still holding his hand in a knocking position.

Peter was running out of the building as fast as he would allow, without letting people realise his secret. He stopped next to a taxi, whose radio news was blaring down the street.

"An armed bank robbery, supposedly foiled by New York's trademark hero, the costumed vigilante Spider-man…"

'_Armed robbery!_ Now that's an understatement!' Peter thought, remembering the night before, 'They had bombs and rocket launchers for God's sake!'

"…last night has led to a police investigation, causing a huge road blockage around the Empire State University Campus. So I advise not to drive North or anywhere near Morningside. And now for sports, Cindy?"

The taxi-driver, a fat, balding man with a cigar hanging out of his mouth and a grease drenched shirt hanging off his torso, turned down the volume of his radio and rolled down his window.

"Hey kid, you need a ride?" He asked Peter, who stared back.

"No thanks." He replied. "I know a quicker way."

Within minutes Peter was soaring above the cars and buses, that weren't moving.

'Yes, now this is why I became Spider-man,' Peter thought to himself as he shot another web-line to a flagpole on the building opposite. 'I've got to admit superpowers are cool!'

Peter swung down a Manhattan street and noticed all the stores were preparing for Halloween. Huge banners with words like, 'Costumes,' and, 'Happy Halloween,' plastered the stores' windows and Peter noticed that some shops were selling his costume. The idea of other people wearing his costume made Peter want to copyright it.

'What if wannabe vigilantes try to swing through Manhattan in those things.' Peter thought.

"Whoa!" He called out to the people below. 'Yeah!" He then swung past the traffic jam at the Empire State Campus in Morningside. The observers below began to call to him, some praising, and some cursing. He then jumped, landing on a nearby rooftop. Looking down in to the streets he saw a mix of angry and ecstatic faces staring back.

Then something caught his eye, a man running through the crowd covering himself in layers of coats and seemed to be on fire!

"What the Hell?" Peter exclaimed through his mask. After shooting a web to another flagpole, he then swung down and began to chase the man. With few areas to shoot webs to, Spider-man had no chose but to follow on foot. The burning individual had made his way through the blockage of cars. Peter had no time to wind through the immobile vehicles, and so jumped over them instead. As he was temporarily suspended in midair the people around stared in awe, but he didn't care. "Hey!" He called to the man he was chasing.

The man ran in to a dark alley behind a nearby building. Spider-man followed.

"I hate having to wait for flights this late at night." A very tired Willow notified the other scoobies as she rested her head on her girlfriend, Kennedy's, shoulder.

"Hey, we've got to stay up a lot later than this, we slayers," Kennedy said, placing her arm around Willow's shoulders. "Isn't that right Buffy? Buffy?"

They all turned and stared as Buffy lay sleeping on the row of seats behind them.

"Umm, Buffy?" The slayer's little sister, Dawn, called her.

"Oh, let her sleep." Giles said with a very tired English accent. "She still hasn't got over destroying the Hell mouth yet." They all sighed simultaneously.

"What is it with us, and doing the exact same thing at the exact same time?" Willow asked the gang.

"I think we're just very tired." Dawn answered promptly, to squash any chance of a conversation. After all she was too tired to talk to any of them.

Giles slowly turned his head, so he could see the rest of the airport's terminal waiting room. There were three other people, one sitting on a chair listening to his CD-player, and a couple sitting by the window.

Two walls of the Gate had a giant window each, showing the aeroplanes outside. The other two walls were concrete with one window on one of the walls, as well as two doors. The one door led to the rest of the terminal and airport, the other led to the entrance of the plane.

Giles watched the planes outside being loaded with fuel. He could see men loading luggage on to the plane and checking the plane was secure. Giles sighed as the three girls started to fall asleep on his shoulders. He looked behind him once more, and still Buffy lay there breathing slightly and hardly moving in her deep sleep. The Englishman then looked down at his watch and saw that the time was, '3:45am.'

Giles stared forward once more and decided to get a few moments rest as well.

As he closed his eyes, loud music came pulsing in to the room as three men burst through the gate entrance, one of them holding a stereo which was giving off the extreme volume of music. Their clothes were torn and their necks covered in blood apart from one in the front, although he did have a bite mark on the right side of his neck.

This sudden rupture of music caused Giles to jump up from his seat. This caused the other girls to fall in to the empty seat and wake up in protest.

"Giles! Why did you…" Willow exclaimed.

"Shut it girlie!" The one man shouted at the young witch. He watched the people around him quivering in fear, all except the scoobies. Kennedy walked up to these men pugnaciously, pulling a stake from her jeans back pocket.

"How many have you turned, Vampire?" She questioned venomously, her voice filled with disgust.

"Let's just say I came in alone." The vampire answered her, indicating the two vampires with bleeding collars. She instantly went to kick the vampire, but the vampire grabbed her ankle in mid-kick. He quickly spun her on to the ground and kicked so that she slid along the floor and hit the far off window. She jumped back on to her feet and attacked her assailant at a run. The two other vampires anticipated this and by the time she was half way there, they struck. One grabbed her arm, forcing her to attempt to fight him off. This distracted her from the other vampire who began to strike the young slayer's stomach.

Kennedy fell to her knees, grasping her stomach in pain. The three vampires stood over her; she looked up at them in terror.

"A slayer?" The leader vampire inquired, "Well I've never come across one before."

"Well, you've got two now." A voice said from behind the vampires. The first of the following vampires turned in surprise to see a fist clenching a stake speeding to his torso. Within seconds he was nothing more than a pile of dust on the ground.

Over the ashes stood the other slayer, Buffy. She spun the stake in her fingers.

"Thanks." Kennedy said, getting back to her feet, and lifting her fists.

"Don't mention it." Buffy answered.

"So, two slayers." The vampire nodded, staring from one girl to the other. "I've heard slayer blood is the best. Now who told me that?" He asked himself, "I think it was Spike. Back when he sired me in the fifties." At the mention of the name Spike, Buffy lunged forward, attacking the human sized parasite. He kicked her off. "Oh, looks like I've struck a nerve." He assumed, jumping to his feet.

Buffy didn't realise Kennedy fighting the other vampire, until that other vampire became another heap of powder on the ground, but all she cared about was the way this stranger was talking about Spike.

"Don't mention that name." She said threateningly. The vampire's eyes were locked with hers.

"Now why is that?" The vampire smirked. Buffy's disgust for this creature increased dramatically. There was an instant thrust of her wrist, an explosion of dirt and the once powerful vampire joined its companions on the floor.

A French voice, followed by a translating English voice, from an overhead speaker called to occupants of the room, "Vol 2300, Paris de New York alors bord. Flight 2300, Paris to New York now boarding." The three other individuals in the room quickly ran on to the plane, until only the scoobies remained. Buffy didn't move from the site, she just stared at the three loads of dust spread along the ground. The other scoobies grabbed their luggage and headed for the plane entrance. Willow walked over to the slayer and tapped her shoulder.

"Buffy? Come on, we've got to go now." The witch informed her best friend.

"Huh, oh, yeah, okay Will, I'll be there now." Buffy replied. She still didn't move until Willow placed her hand on her shoulder. The slayer lifted her luggage as well and as she walked through the gate exit she looked back and sighed. "Why does this power, bring such responsibility?" She whispered to herself, and then followed her friends aboard the aircraft.

"What the Hell's up with this guy?" Spider-man asked himself. He entered the alley and found the man he had been following, clutching his face and screaming. "Hey! Are you okay?" Spider-man called out to the man, who instantly turned on him.

"Oh, shit!" He yelled, "Spider-man!"

"In the flesh," Spider-man answered hesitantly, staring at the frightened, but burnt face in front of him. "Do you need help?" Peter analysed the man through the white, opaque eyes of his mask. The face of the man was blistered and gruesome, like something out of a monster movie, but Peter didn't think the fire that covered this person had caused his features to look this way.

The blazing character grabbed a close by trashcan and threw it at the costumed hero. Sensing it before it happened with the aid of his spider-sense, Spider-man dodged the attack, but when he looked back the stranger had disappeared.

Spider-man surveyed the dark alley, expecting to find some clue, but nothing was found.

"Now that's freaky." He said, very confused, "But what's more freaky is how an alley like this is so dark in the middle of the day." A distant ringing came from one of the buildings across the road behind him. Removing his glove, he glanced at the watch on his wrist. The handheld digital clock's display read '12:30pm.' "Oh crap!" He cried out, "I'm so late that I've actually missed all of my morning lectures."

A few short minutes later a casually dressed Peter Parker came running out the other side of the alley.

"I'm late, I'm late, I'm very, very late." He repeated to himself out loud as he ran past his colleagues on his way to the building.

"Now there's the understatement of the century." A familiar voice told him from behind. Peter instantly stopped and turned around to find a beautiful redheaded girl sitting on a bench next to a newsstand, drinking a cup of coffee. Her head was facing down, but her eyes were fixed on him.

"Hey MJ," Peter responded to her, "How angry is Dr. Connors?"

"The words, 'On time,' don't appear in your vocabulary, do they? I'm not even in that class and even I heard about Dr. Conners' rage at you for missing another lecture."

"Hey, I was busy!" He told her. She stared back at him disbelievingly.

"Sure." She finally said, "Can I guarantee that you'll be here for our lectures this afternoon?"

"You know me," he said incredulously, "I can't guarantee anything."

"That's true," she admitted, standing from the bench and throwing her plastic cup in the trashcan behind her, showing off her skill as she didn't even look at her target, "so in case I don't see you later, care to take a girl to lunch?"

"Sorry," he told her regrettably, "I'm over three hours late for a lecture." He began to walk which turned to a run the further away he got. Mary Jane sighed as she watched him run. She sat back down and dropped her head in disappointment.

Peter started to walk again. He past the bank where he stopped the armed robbery the night before. Police were gathered around the site, as well as news reporters taking pictures and writing reports. The building was half demolished, with debris scattered around the ground and what was left of the walls.

"Oh well," Peter sighed, removing his camera from his backpack, "I might as well try to make some money today." He started to take photos of the scene. "I can really see Jameson turning this in to another anti-Spidey protest." As he snapped another shot, a short man in a pale brown coat and a dark auburn cap carrying a tape-recorder walked up behind him.

"Parker." The man said, "Jameson still got you taking pictures of his pet-hates?"

"Hey, Ben Urich." Peter replied. "You still working for the post?"

"We both know the answers to both our questions." Ben retorted.

"So, what are you doing here? I thought your work was in Hell's Kitchen" Peter asked the reporter.

"I think Daredevil might've had something to do with this."

"Daredevil? Why are you still working on him?" Peter inquired.

"I could ask the same to you. I mean, Spider-man?"

"At least there's proof of his existence." Peter said defensively.

"Yeah," Ben admitted, "pictures _you_ take." Peter smirked behind his camera.

"See you around Ben." Peter said as he paced away to another part of the bank. He was about to take another photograph of the torn down walls, when a strange ringing started in his head. But he was used to it; it was his spider-sense.

"Oh well." He sighed as he ran from the scene to see what was happening. There was nothing to see. "I don't get it, what's…" BANG!

An explosion sounded out through the street as a car blasted behind him. The explosion sent Peter flying several feet away and he landed face down in a huge puddle in the road.

"This… Is… Not my day!" Peter screeched, in pain as he pushed himself off the floor. He staggered over to the smouldering car. He inspected the vehicle through the windows and found a skeleton with rotting flesh dripping off the bones. "Oh my God." He whispered to himself.

"Help!" A woman's voice cried out from the back of the car. "Please help me!" Peter turned and saw a girl trapped by the flames in the backseat.

"JEEZ!" Peter shrieked. "Hold on!" He told the girl as he struggled to open the backdoor of the car. He instantly tore his hand away from the door as it was too hot to touch. Peter hadn't realised the huge crowd gathering around him. He quickly wrapped his hand in a web-glove and grappled the door once more.

He suddenly became very aware of how he had shown off his powers in public, but that didn't matter now, all that mattered was the girl in the car.

He wrenched the door away from the vehicle and dropped it on the floor next to him.

"Take my hand!" He ordered her, offering his other hand to the young woman, "Quick!" She took it and he pulled her out. He helped her to her feet, when he could see that she had difficulty standing. "Are you okay?" He asked her, still in shock of what had just happened. She nodded, still shaking.

"Y-yes, thank you." She said gratefully, holding on to his arms. "Thank you!" Peter stared at her and then at the flaming car.

"How did you..?"

"What?" She enquired anxiously, as if afraid of what this stranger might ask.

"You should be dead!" He said, searching her for any injuries.

"Why thanks." She said sarcastically.

"Well, you know what I mean. That explosion totally destroyed the person in the front…" He noticed tears leaking from the girl's eyes. "Oh my God, I'm sorry. Was he close to you?"

"Yeah," She answered, "He was my watchhhh…"

"Watchhhh..?"

"Don't worry, you wouldn't know what it meant if I told you." She advised him, wiping the tears from her eyes and composing herself.

"But still, how could you have survived that explosion?" He demanded.

"How did you rip that door off that car?" She demanded back. "No human could do that!"

"That's also true." A voice called out from the crowd of spectators. Mary Jane walked out from the gathering of people. "No human _could_ do that." She repeated the unfamiliar girl.

"MJ?" Peter enquired, "um… well… that's because the fire must have melted the hinges on the door." Some people in the crowd were nodding their heads approvingly, but some were still staring at him suspiciously.

"Hey! Nobody move!" A loud voice bellowed over to the centre of the crowd. The people dispersed and several policemen ran towards Peter and the two women. The police ran heavily, as if they had just finished their fourteenth box of donuts, and if the car had not exploded, would be moving on to their fifteenth.

"Ahh, New York's finest," Peter declared sarcastically, "What happened? I just saw you guys over by the bank, barely several yards away. How could it take you this long to realise an explosion has happened just behind your backs?"

"For your information, kid!" One scowling policeman growled. "We were investigating a recent Spider-man sighting, down the street."

"Alright people, come on, nothing to see here!" Another policeman was telling the crowd of people, who were reluctantly leaving the scene.

"Okay then. What happened here?" The police chief asked the three young people.

"All you need to know is that you owe me," Peter declared confidently, but then, realising the expression on the officer's face, he quickly added, "Sir."

"Alright." The chief said as he looked around at the damage and the still burning car. He noticed the body in the front. "Anybody else hurt?" He asked nodding his head in the direction of the corpse in the front seat.

"Nothing life-threatening," Peter replied indicating the mysterious girl. The chief studied the girl for any injuries. He then looked back up at Peter.

"Take her to a doctor," he advised, "just in case." Peter nodded and placed his hand on the girl's shoulder.

"Come on." He directed her. "I'll take you to a hospital." As he guided her around the car he caught Mary Jane's eyes. "I can now answer your question. No I won't be here for lectures this afternoon." He joked. She smiled at him.

"Okay I'll see you tomorrow." She answered, then hugged him and walked away. He stared after her longingly, then, realising what he had to do, his attentions were back on the alien girl whose shoulder he was still holding.

"Come on, this way." He instructed her.

As he walked away, holding the girl, he noticed flames from the car running along a stream of gasoline, to a nearby gas truck. Before anyone could see it, he shot a web at the fire, extinguishing it. He then looked back at the oblivious policemen who were still examining the exploded car.

"You owe me big time." He told them under his breath.


	2. A Slayer and a Spider

Chapter 2: A Slayer and a Spider.

"Hey B, you awake?" The familiar voice of another slayer asked as Buffy's head rested on her hotel pillow.

"Go away Faith!" Buffy tiredly wailed at the brunette as she desperately tried to bury her face in the pillow.

"Come on now, wakey wakey." Faith replied. She then grabbed Buffy's shoulder, ripping her away from the mattress. As Buffy landed from the sudden thrust she looked around her New York hotel room and saw her suitcases, her weapons chest, her fellow slayer, Faith, and her sister, Dawn, who was still sleeping in a bed against the far wall. "Quick we'll go down to the streets, get a feel of the big apple and get a few kills from a nest I found yesterday." Faith suggested while still staring at a stake she was twirling in her fingers.

"Okay," Buffy said as she pulled on one of her blue shirts, "just don't wake up Dawn."

Five minutes later Faith opened the door slowly, making as little noise as possible, she looked out in to the corridor and then back in to the room where Buffy stood still selecting a weapon.

"Come on." Faith whispered back in to the hotel room, "Just take a stake, you may bring attention to yourself going round New York with an axe or sword."

"Alright." Buffy agreed, seizing two sharp pieces of wood out of the ammunition chest. The blonde gently ran across to the door to join Faith. "Let's go."

"Wait." Faith ordered her predecessor. She jumped back in to the room and placed the room key on the table next to Dawn's bed, in case Dawn wanted to go get breakfast or something.

"Come on Faith." Buffy complained sarcastically, "You're always keeping me waiting." A huge smirk appeared on Buffy's face as Faith gently closed the door with an angry face.

"That's not funny B." Faith frowned.

"Well I thought it was quite humorous." A male voice proclaimed from down the corridor. The girls turned around to find a curly, black haired man standing in a Led Zeppelin T-shirt, an eye patch and a pair of Levi jeans, leaning against the door, two rooms down.

"Hey Xander, everything good?" Faith welcomed her old Sunnydale friend.

"Yeah," he nodded, "so what are you two doing, leaving Dawn on her own? Going to check out that vamp nest you found yesterday Faith?" Faith nodded to answer him. "Cool, can I come?" He continued excitedly.

"Why? What are you hiding from?" Buffy asked suspiciously. Xander sprang from the wall and rose his arms in an outraged manner.

"Moi?" He replied with a shocked voice. "Incidentally, if Giles asks for me, I'm not here, okay?"

"Sure." Faith assured him. "But you're still not coming." She continued as she placed her stake inside her jacket and moved past the former construction worker.

"Oh, but I want to see my two favourite slayers in action." Xander pleaded excitedly. The two slayers turned back and stared at him. A voice behind Xander suddenly grunted. He spun around on his feet and jumped when he saw Kennedy's eyes staring in to his.

"What's this about your _two_ favourite slayers." She asked threateningly. Xander stared up at the ceiling, looking desperately for something to say.

"Um… Let's see… What I meant to say was…" Xander looked back down at her, obviously terrified, "…bye!" Before Kennedy had realised what had happened, Xander was running down the corridor and around the corner and straight in to Giles. "Oh fiddlesticks!"

"Xander!" Giles exclaimed, "I wondered where you'd gone. Come on, you can help me arrange what's left of my books."

"D'oh! Yeah alright" Xander subdued.

"I think the phrase rhymes with 'Baa Baa.'" Buffy mocked the boy after hearing the discussion from around the corner. "You wanna come?" She asked Kennedy. Kennedy noticed the stakes under their jackets.

"If it involves killing creatures from the depths of Hell!" She said dramatically, "Then I'm in." The three women turned and began to walk down the corridor, when a nearby door opened and Buffy's best friend, Willow's, head poked out.

"Buffy, I've just tried my location spell, and it's showing where the new slayer is." Willow told the slayer.

"Right." Buffy answered, "You two…" She looked at Kennedy and Faith and threw her stake gently at Kennedy, who caught it with ease, "… go to the nest and do your thing, Willow and I will find this new slayer and bring her in, okay?"

"As long as I get to kill something today." Faith approved. "We'll see you later. See ya red." She nodded to Willow.

"See you later sweetie." Kennedy said to her girlfriend, "And you Buffy." The two slayers once again headed off down the corridor. Buffy joined her friend in her hotel room.

The first thing Buffy realised was a circle of candles around a map of New York which was laid out on the floor.

"Standard location spell." Willow joked. Buffy answered with a soft laugh. A small fire began to emerge from the map. "Whoa, here we go!" Willow exclaimed, "Now let's see where she is." The redhead moved forward to get a better look at the map.

"So, where is she?" Buffy enquired.

Willow blew out the fire and studied the map.

"Queens General Hospital." The witch replied.

"You did what!" An extremely angry vampire bellowed at one of his employees at the office of CEO at Wolfram and Hart in Los Angeles.

"I… I thought you'd be… be pleased," the terrified worker quivered, "after all the… the deal gave our company twenty thousand dollars from se… selling what he gave us." The vampire's face shifted in to it's demonic image. He threw his small coffee table at the wall behind him. The counter smashed against the closest wall and the remains fell to the ground. The man stared up in horror at the tall vampire, who stood shaking with anger in his shady jacket and his gelled hair.

"This company is no longer evil! And we do not care how much money is involved when we make a deal with evil!" The vampire screeched.

"But… but Mr. Angel sir…" The employee whimpered. Angel grabbed his throat before the worker could continue.

"Who was this demon?" Angel demanded.

"He… he wasn't… wasn't a demon."

"What?"

"He was human."

Angel dropped the man on the floor, leaving him to rub his throat. Angel walked to the window and looked out at the other buildings.

"What deal did you make?" Angel asked, seeming less violent than before.

"I… I gave him powers for… for his soul."

"What powers?"

"He wanted supernatural powers so he could get… get revenge on someone."

"We don't deal with vengeance here! That's why there are vengeance demons!"

"He said the vengeance demons couldn't help him." The worker cowered on the floor, covering his face from the vampire's terrifying features. "The man he was trying to kill was too powerful."

"Who was he trying to get revenge on?"

"I don't know." The worker cowered.

Angel pulled the man to his feet, his face was human again, and stared in to his eyes, intimidating and frightening the man, who began to shake.

"Where?"

"He said he was going to New York. Please don't hurt me sir!"

Angel stared down at his feet and then back up at the nervous employee.

"Go back to work, tell your co-workers that I'm watching and get the Hell out of my face!" He released the man who ran out of the room as fast as humanly possible. Angel returned to the window

"Well that went… terribly." A relaxed English accent said from behind the vampire. Angel turned around and found himself staring at a bleach blonde spirit of a dead vampire, in a slightly longer jacket sitting on Angel's main desk and staring at the broken table Angel had smashed.

"How much did you listen to Spike?" Angel enquired his former partner in destruction.

"Who gives a toss on how much I heard?" Spike said jokingly, the way Angel hated. "I haunt you, so if you're going to New York then that means I'm coming too."

"Not if I have anything to say about it."

"Which you don't you bloody idiot." Spike corrected him.

"Just… shut up!" Angel barked at the spectre.

"Oh tetchy!"

Angel went to punch the figure but instead of hitting flesh, his hand went straight through the ex-vampire's face. He pulled it back in frustration.

"You know this being unable to touch things has its advantages." Spike smiled smugly.

Angel walked around the other side of his desk and called his companion and head of his mystical research unit, Wesley, on his intercom.

"Wesley?"

"Yes Angel" replied the former watcher of the vampire slayer, Faith.

"I'm heading to New York, find out where the soul we sold is and get it back." Angel instructed.

"We sold a soul?"

"Yeah, some dickhead sold it for only twenty grand!" Spike called outrageously in to the device.

"Just make it quick." Angel raised his voice over Spike's, turned off the intercom and stomped out the door, slamming the door behind him. Spike suddenly jumped to his feet.

"Oh mate!" The former bloodsucker called after the enduring vampire. "Wait!" He continued to call as he ran through the door.

"This is the place." The blonde slayer informed her friend, as they both stared up at the Queens General Hospital. "Why would she need to be in a hospital?" Buffy suddenly looked at the witch with a worried expression, as if she had predicted the girl's demise.

"Maybe she's a doctor or nurse who works here." Willow quickly assured her panicky friend. She pulled Buffy's arm, indicating that they should go inside.

On going through to the reception Buffy could see several people seated around the room, many of them were reading papers. There were four pillars supporting the floor above. One of the walls was filled with medical posters with such advisory posters as, 'SMOKING KILLS,' and, 'MUTANCY: NATURE OR DISEASE?'. As well as these posters were a couple of mini paper monsters on strings and a few, 'HAPPY HALLOWEEN!' banners. It was a few days before Halloween but it didn't stop people from saying, 'Happy Halloween,' to each other.

"I'll go ask where she is." Willow notified the slayer.

"But we don't know any thing about her." Buffy corrected her companion.

"Oh yes we do," Willow replied, "we know that her name is Tracey Stewart and she is native to Queens."

"When did you find that out?" Buffy enquired, astonished at the information put forward by her best friend.

"When I read that doctor's mind." Willow responded laughingly, pointing at a doctor over by the elevator door. The doctor was reading a report on a clip board, after realising this Buffy stared, horrified, at the witch. Willow closed her eyes and began to read the doctor's mind again.

"It's okay, she's fine." Once again reassuring her friend. "I'll go find what room she's in, and this time I'll find it out without invading someone's psyche." Willow then left the slayer on her own as she walked over to the information desk. Buffy stood there, not knowing how to feel. She looked over to a small store in the far wall of the room. She strolled over to the store and picked up an issue of a newspaper called, 'The Daily Bugle.' She glanced at the headline, which read, 'BUGLE PHOTOGRAPHER SAVES GIRL FROM EXPLOSION,' and continued to read the article below,

'Bugle photographer Peter Parker rescued a teenage girl from a car explosion at the Empire State University campus yesterday.

The heroic attempts of young Mr. Parker were made a few moments after a Spider-man sighting was reported. The vigilante is suspected for being the cause of the disaster.

Mr. Parker was taking his lunch break from attending his lectures at the university when he decided to use his time to take photographs of the local bank that had been demolished the night before by Spider-man and several armed robbers (turn to page 3). While taking his photos Peter became aware that a car behind him had exploded. Acting on instincts, Peter managed to gain access to the burning car and rescue the girl, Tracey Lydia Stewart, inside. The girl is now being given medical treatment at the Queens General Hospital.

And the modest hero, Mr. Parker, has not left her side after promising the authorities to look after the young damsel.

For interviews and more in-depth coverage turn to pages 3-5.'

'Whoa!' Buffy's mind sprang to attention. She stared up. Her mind was asking itself so many questions, 'Car explosion? Peter Parker? Tracey Stewart?' Buffy just stared, not knowing what to do or say.

On the other side of the room, the elevator door opened and out of it stood the mousy haired Peter Parker, who was also reading a copy of the Daily Bugle.

"Figures," He murmured to himself, "the one time J.J calls me a hero, and I'm not in costume."

He walked across the room and stopped by the store. Standing to his left was Buffy.

"Diet Coke." Peter ordered to the store owner. The owner then provided Peter with the beverage he had requested. Peter opened the can and began to drink the contents. Both he and Buffy had started to walk away until, due to his drinking and her thinking, bumped in to each other. Peter's newspaper fell to the floor, also Buffy's stake, a bottle of holy water and a cross fell from her jacket. "Oh, sorry." Peter apologised, kneeling to the ground.

"No it was totally my fault." Buffy retorted, joining him on the ground to start collecting the fallen items. Peter grabbed his newspaper and placed it under his arm and started to help Buffy pick up her things. He noticed the strange things she had been carrying in her jacket.

"A stake? Holy water? A crucifix?" He laughed, staring up at the fair-haired girl that stared back. "You're way too cute to be a Goth." He joked, handing her stuff back to her. She smiled at his quip, and then returned to her feet. "You're not from around here are you?" Peter asked, noticing her natural tan, which was different from the average New Yorker.

"No." She replied, "I'm… Ur… on vacation." She smiled innocently, as if trying to win his approval.

"Uh-huh." Peter remarked doubtfully, "You're on vacation, and you decided to spend it in a hospital?" Buffy nodded as Peter smirked at her attempts to come up with a good story. "Are you with anyone?" He asked, to which Buffy's eyes widened with shock and intrigue.

"That was quick." She declared laughingly. Peter realised what he had said and began to shuffle his feet with embarrassment.

"No I meant, with anyone on vacation?" Peter re-established his sentence.

"Just some friends and my watchhhh…" She stopped in mid sentence, and stared up at Peter, she expected him to look interested, but instead he looked confused.

"I'm really going to have to look up what, 'watchhhh…' means in the dictionary." He murmured sarcastically. Buffy heard him say this and made a gesture with her hand, signalling him not to worry about it.

"Don't worry, you wouldn't know what it meant if I told you." Buffy told him, exactly like Tracey Stewart had told him the day before.

"Okay," Peter said slowly, "see you around. Oh and Happy Halloween."

The two of them smiled at each other and walked away in opposite directions. Buffy marched over to a wall by the entrance where she leaned against it, and continued to think. The mood of the room reminded Buffy of many times when she had been surprised by an enemy, but looking around she could not see any threat in the immediate environment. Peter returned to the elevator where he pressed the call button. He looked up at the small display above the doors which showed what floor the elevator was on, it was on the top floor.

'Oh man it's gonna take ages to come down.' Peter's mind began to tell him, 'Although I probably know a quicker way.' A smug grin appeared on Peter's face.

He decided to leave and use his wall-crawling talents to scale the outside of the hospital walls. His plans were stopped when that strange sensation, he called his spider-sense, began to ring in his head. He shook his head, looking from one corner of the room to the other, searching for the unseen danger. Buffy noticed his sudden strange behaviour and began to calculate in her own mind just what it was this man was up to.

The automatic door to the left of the slayer opened and five suspicious-looking men walked through the open entrance. They got to the middle of the room and formed a circle. Peter watched them nervously. One of the men turned to look at the reception desk, where Willow was still standing.

"Now!" The man shouted and all the men pulled masks over their faces and produced shotguns from the jerseys and pointed their weapons at the innocent people. One of the men shot out all the cameras, one started to make people place their hands on their heads, another came over to the desk where he started to give orders to a woman behind the desk and pushed Willow aside.

"You've got the wrong place!" A female voice called from behind the masked thieves. They all turned around to see Buffy walking towards the reception desk. Peter saw the circumstances and pulled his camera out from his backpack and quickly webbed it to a wall, barely a foot under the ceiling. "The bank is just down the street, I mean how much money can a hospital have?"

"This isn't to do with money girlie!" The robber barked. "We need medicine."

"Then go to a pharmacy you idiot!" Peter yelled from the elevator. All the burglars' attention were on him, but he hid his face behind his Daily Bugle. Buffy saw this as her chance, she ran at the closest man to her. She punched him on his left cheek and he retaliated by using the side of his gun to push her away. She staggered backwards but didn't fall.

Time seemed to slow down as Peter saw the robber at the desk lift his gun and aim it at the blonde girl he had bumped in to. Seeing that she had not noticed the danger, he ran at her and as the bullets left the man's gun he jumped and pulled her down and out of the way.

Buffy looked up and stared in to her saviour's face.

"Thanks." She gasped.

"Don't mention it." He rushed as he rose to his feet and ran to a men's room.

"Louie! Get'im!" The obvious leader of the thieves called to one of his men. The one called Louie followed Peter in to the same men's room. The leader walked steadily towards the slayer as she remained on the floor. He placed his foot on her stomach and put the barrel of his shotgun up to her face. He then brought a walkie talkie out from his pocket. "Louie?" He called in to his walkie talkie, "Louie, did you get him?"

"Uhh… Louie can't come to the phone right now," a voice which the leader knew was not Louie's answered, "please leave a message after the thwip." THWIP. All the burglars heard the same noise and all of them looked out the window to witness an unconscious Louie being suspended by a web-line from above.

"Spider-man?" The leader breathed in to his walkie talkie.

"The one and only." The vigilante answered. The burglar realised what this meant, the guy who Louie had chased was Spider-man.

'Damn! I didn't see his face.' The thief thought. He looked around at the other people in the room. "That guy I sent Louie after, did anyone see his face or know who he is?" He asked the room. No one replied. He nodded to one of his comrades, who then shot twice at the ceiling above them. "I repeat." The burglar announced angrily, "Did anyone see his face or know who he is?" The hostages began to shake their heads nervously. The robber then stared down at Buffy. "You!" He shouted, "He saved you, you must know him, who is he?" He bellowed irrationally at the girl beneath him.

"I don't know." She groaned at him.

"That's not the answer I'm looking for!" He threatened venomously as he pressed the barrel of his shotgun right up against her cheek.

"She's right." Spider-man's voice from the walkie talkie returned, "I've never seen her before in my life, it's just… saving beautiful women is part of the perks of being a superhero." Buffy felt flattered by his words.

"Your jokes won't be so funny when I blast her brains out!" The robber threatened, putting more pressure with the gun on Buffy's cheek.

"Well that won't be happening anytime soon." Spider-man proclaimed confidently.

"Wanna…" A web-line shot from an open window and yanked the gun right out of the man's hands, "…bet?" Buffy quickly grabbed the man's jersey by the chest and kicked him so that he flew in to the wall behind her. Spider-man jumped forward through the window and landed several feet away from Buffy, who jumped up and on to her feet. The thieves held up their guns and the innocents, in the way, began to panic and scream. When one robber shot his gun suddenly, Spider-man ducked to avoid the bullets and kicked a trolley full of medical supplies at the shooter.

"You want medicine? Here!" The red and blue crusader shouted at the shooter. It hit and the blow knocked the challenging attacker back causing him to shoot up at the ceiling, the bullets burst the bulb from the lights, leading to the glass to fall over the occupants of the room. Buffy jumped behind a chair and pulled her stake out from her jacket. She jumped back to feet and stood toe-to-toe with another assailant. She held her stake firmly, the robber stared at her, his expression perplexed. He then burst in to laughter.

"A stake of wood! What? D'ya think I am, a vampire?" He laughed at her, "Thanks for the chuckle, but I think I still gotta waste ya!" He raised his firearm, Buffy threw her stake and the point of the stake entered the gun, through the opening at the front. As he fired his shot, the end of the gun exploded and the wood blasted in to splinters. He dropped his shotgun to shield his eyes from the flying tiny pieces of wood. When the wood had settled he removed his arms from his face and gaped at the girl that was defeating him. Her face was fuming and her action was quick. She grabbed his jersey and pulled him up to her face, she held him so close that he could feel her breath on his features.

"That was my favourite stake." She told him through gritted teeth. Her assailant started to quiver in her grip, when she suddenly threw him against a pillar. His head bounced off the concrete post, and his body then collapsed to the ground. Buffy turned around and gasped in horror at the sight before her. The final robber stood gripping Willow and holding his gun to her neck.

"Buffy!" Willow pleaded, "Please help!" Buffy walked forward gently to prevent the man from shooting her best friend.

"Stay back bitch!" The robber shouted, "Or I'll blow this girl's head clean off!" He continued to threaten the witch's life.

"Wait!" A sudden voice yelled to the scene. Everyone's head turned to see who had shouted. They all saw Spider-man standing with a raised hand, using the other hand to hold one of the unconscious thieves by his jacket. He dropped the body and began to edge closer as well.

"No!" The thief screeched, "I'm not waiting for no shit! If I don't get that medicine and get outta this building without trouble, I'll shoot her I swear to God!" The gun shook in his hand. Buffy didn't take her eyes off the weapon, she couldn't help but think what Spider-man was going to do, she glanced over to the vigilante. Buffy could only see the lifeless white eyes on Spider-man's mask, which were fixated on the armed, jeopardizing burglar and his stare was returned by the man's anxious eyes.

"Well, you won't really." Spider-man replied to the thief.

"What?" He shouted angrily.

"That's a pump shotgun isn't it?"

"Yeah, what about it?"

"Well, the pump shotgun can only hold eight bullets at a time," Spider-man began to explain, "and if I'm right, you…" he pointed at the crook, "…have fired eight shots since you've been in this room." The criminal took the gun away from Willow's neck and inspected it.

"No I haven…" A red fist, covered with webs flew at his left cheek sending the crook flying and Willow falling to the ground.

"Made ya look!" Spider-man mocked the fallen crook. He lifted Willow to her feet and used one of his wrists to wrap the robber in webs. "How could you fall for that? It's the oldest trick in the book!" For a few seconds the picture was peaceful again, Spider-man let go of Willow and returned to web up the lawbreakers. Buffy helped Willow to a seat and asked her if she was alright. The room remained silent for a few more seconds until…

"Freeze!"

Armed police barged in through the entrance, pointing their weapons all around the room. Everyone else stood motionless as some of the law enforcers twitched in anxiousness. Spider-man turned his head from left to right and back on the police captain, who was just walking in and smoking a cigarette.

"Man." Spider-man exclaimed, "You guys are slower than the postal service!"

"Shut it Web Head!" The captain roared at the superhero. "You're a wanted man, and I can never tell if you're wearing a Halloween costume or if that's some king of uniform, so I'm taking you in with these creeps." He pointed at the bodies of crooks that were wrapped in webs on the floor. "Boys! Cuff him!" Two officers approached Spider-man slowly, one of them pulled out a pair of handcuffs. Spider-man raised his finger and shook it.

"Uh-Uh." He told them, before leaping backwards and back flipping out of the window he had used to enter. He jumped back in and ran along the wall, ripping his camera of the wall. "How could I leave this behind?" He asked himself as he propelled himself through the window for the final time. He brought his masked head back in through the window to say, "Oh and Happy Halloween!' before waving and retreating through the window.

Spider-man scaled the walls of the hospital until he got to a window. He peered in before jumping, he saw two doctors and a nurse running down the corridor and in to the elevator, yelling about the incident downstairs. Spider-man pulled himself in and ran in to a closet, once the doctors and nurse had gone. He pulled off his mask and started to change. He put his superhero attire in his bag and left the storeroom. He returned to the room where Tracey Stewart sat upright on her hospital bed, reading an issue of 'Vogue.' Her hair was black, her smile was as red as fire and her eyes as dark as a night's sky. Her face was pretty and reminded Peter of a Hollywood actress.

"Hey!" She called excitedly to the informally clad Peter Parker. "What's all the racket downstairs?"

"Spider-man just mopped the floor with a bunch of crooks." Peter told her, holding his backpack firmly.

"What about…" Tracey began to question him, but was interrupted by an abrupt ringing, which came from Peter's bag. Peter pulled out his phone from the container and answered the call.

"Hello?" Peter replied to the machine. Tracey could hear a loud bellowing on the other end. "Hey Jonah, oh I'm sorry. Mr. Jameson." He looked at Tracey and silently laughed, mocking his employer and making the girl giggle. "What do want? Oh that, yeah I got some pictures. Yeah I'll drop them off later. Okay… I'll drop them off now." He restored his mobile and looked up at Tracey. "Sorry."

"Don't," She put up her hand, "I know all about the arduous task of following a boss' orders." He smiled.

"Thanks." He said quickly as he made his way to the door. But before he reached the handle the door creaked open and a redheaded woman stuck her head through.

"Tracey Stewart?" Willow asked, but noticed Peter, "Oh I'm sorry. I must have the wrong room." She went to close the door, but Peter grabbed it.

"No, that's Tracey." He told her pointing in Tracey's direction. Willow looked around the door to see Tracey.

"Oh right." She said, she stuck her head out of the room and down the corridor. "Buffy! She's in here!" Buffy walked around the corner and over to the witch.

"Okay Will," Buffy replied, then smirked, "just remember that we're in a hospital." The two of them giggled as the door opened, Buffy looked and the face she saw made her freeze.

'That guy I sent Louie after, did anyone see his face or know who he is?' The leader of the now arrested robbers' voice echoed in Buffy's head, 'He saved you, you must know him, who is he?'

Peter gazed at the blonde girl as he remembered how he had talked to her, then saved her life and how she had helped him beat the thieves. He smiled at her, then recalled how she had seen his face and how this girl probably knew that the man who ran out the restroom was Spider-man. His eyes widened with horror, he panicked and pushed through the girls.

"I'm sorry." He called back, "See you later Tracey." Peter ran around the corner.

"Willow stay here." Buffy instructed and sprinted after the man. She ran around the corner and found an open window on the wall in front of her. "Oh crap." She stuck her head out of the window and searched for any traces of Spider-man. She saw nothing, "Double crap."

Willow sat on a chair next to Tracey's bed and was talking to her when Buffy returned.

"Hey Buffy!" Willow exclaimed, "She already knows that she's a slayer…"

"That guy who was in here," Buffy interrupted and instantly asked the new slayer, "do you know him?"

"Who? Peter? Yeah he's great." Tracey answered excitedly, "He saved my life yesterday. From a car explosion."

"I think I know how," Buffy said, "Peter? Peter Parker?" She remembered the name from the Daily Bugle.

"Yeah." Tracey said back.

"Does he know about slayers?"

"No. Why?"

'I think…' She thought very ominously, 'he's Spider-man.'

"Oh crap, oh crap, oh crap!" Peter Parker banged his head against a brick wall on a rooftop in East village back on Manhattan Island. "How could I let that happen? But then again," He stopped hitting his head, "if I hadn't pulled her out of the way of those bullets she would have died." He stared in to space for a moment, his face was expressionless. "Oh crap!" He continued as he started smacking his head on the wall. "Oh well." He said as he pulled on his mask, completing his costume. He packed the rest of his things in to his backpack and threw it over his shoulder. He approached the edge of the roof and without warning, jumped off and began to web-swing.

His movements were graceful and awesome as he shot more webs and swung on each. He continued to swing through the buildings heading for Flat Iron, until the Daily Bugle came in to his sight.

'Time to change.' He thought to himself, jumping off his last web and landing on a nearby rooftop. He ran and jumped in to the dark alley down the side of the structure, where he began to change in to his civvies. Peter strolled out from the alley and in to streets. He crossed the road and entered the Daily Bugle building. He made his way through the crowds of busy people, that there usually were in the Daily Bugle, and found the elevator.

'Looks like I took the costume off too soon.' Peter chuckled to himself.

"Parker! Just where the Hell have you been?" A dangerously loud voice howled in his ear. Peter turned and jumped back against the wall as the furious face of J. Jonah Jameson closed in on him.

"Hi JJ!" Peter forced a laugh.

"Don't, 'Hi JJ,' me you hippy!" Jameson snapped, "If I want pleasantries I'll go Buddy Holly's house!"

"Didn't he die in a plane crash sir?" Peter backed up against the wall.

"What do I look like, his biographer?" J.J bellowed. "Where are my photos?"

"I haven't developed them yet sir," Peter explained with a tone of fear in his voice, "I've only just got here."

"And where were you before now then?"

"Taking these photos sir."

"Well get them developed now!" The elevator door opened.

"Whatever you say boss." Peter joked as he ran in to the lift.

"Wait I need a lift!" Jameson called after the freelancer. Peter pressed the door close button, leaving Jameson on the ground floor screaming at the closed doors. People started to stare at him. He swerved on his feet and his eyes flared up as he saw the watching faces.

"What the Hell are you looking at? Unless there's a Monty Python sketch going on behind me, get back to work!" Everyone suddenly began to run around again, taking care of business.

Ding! The bell on the elevator rang as the doors opened and an exhausted Peter Parker walked out and on to the floor. He meandered through the desks and cubicles on that storey and made his way to the darkroom. He entered and pulled out his camera from his backpack. He quickly got to work, developing the film and moments later watched as the picture came on every paper. He moved along the line with all the photos pegged on and studied each one. Some photos were of him saving the life of the mysterious blonde girl, some were of Spider-man and the girl beating up the criminals and one was a shot of the blonde girl on her own. Peter took the photograph off the line. He studied it. The girl's hair was held back in a ponytail and she was smirking. She wore a blue shirt under a red leather jacket. Peter was fascinated and found himself replaying the event over and over in his mind. He looked at her arm, in the picture, and found that she was clutching a wooden stake.

"Who are you?" He breathed at the photo.

"Uh… Peter?" A deep voice asked from behind him. Peter turned and saw the negro editor of the Daily Bugle, Joe Robertson.

"Hey Mr. Robertson." Peter replied quietly, and returned to the photo. Robbie walked up behind him.

"Jonah asked me to get those hospital photos off you." Robbie explained.

"Oh yeah sure." Peter said, handing Robbie the pictures. Robbie noticed the photo in Peter's hand.

"Is that for the Bugle?" He began to ask, but noticed what the picture was of. "Or is it for your personal collection?" He laughed, "I'll see you later Pete." He walked to the door and left the darkroom.

"Tell me if any of those are page 1 worthy!" Peter called after him. He packed up his camera back in to his sack and followed the editor in to the newsroom. "Hey Robbie?" He asked.

"Yeah?" Robbie replied.

"Have you ever seen her before?" He said, still clutching the photograph.

"Never, why?" Robbie inquired, "Should I know her?"

"Look at the other pictures." Peter suggested. Robbie flicked through the collection of pictures. He was beginning to see what Peter meant. The strange fair-haired woman was pounding armed men in the images in his hands.

"Sorry," Robbie began slowly, "but I don't have a clue who she is." He stared for a moment at the picture. "Have you got any more work to do here?" Robbie asked, raising his head.

"No," Peter answered, "I've got to go."

Robbie lowered his head again.

"Where?" He said, studying the photos. "Pete?" He asked lifting his head once again to find that Peter had gone.

"Bloody Hell mate!" An annoyed blonde spirit yelled at the vampire sitting next to him, in an aeroplane. "Will you get out of the way?" He said in frustrated voice.

"Shut up Spike!" Angel turned his head and replied, he then returned to the window he had been staring out the entire journey. "I've never seen sunlight above the clouds."

"Big whoop!" Spike drooled as he lay back in his seat. He then suddenly plunged forward and through Angel's stomach, "So, how do these windows work? They can't be ordinary glass, otherwise you would be ablaze mate."

"Spike!" Angel shouted, staring down at the head that was sticking through his stomach. Angel shook his arms viscously in frustration. Spike's head turned to look up at the outraged vampire. "The private company plane and I get stuck sitting next to you."

"You still haven't answered my question." Spike continued as if nothing was wrong.

"Magic." Angel answered hastily, "Now please move, I want to get as much of this as I can." Angel's attention was back on the window.

"Alright," Spike retorted, "you want me to move? Then I'll move." He pulled himself back from Angel's abdomen and walked through the wall in front of their seats.

"What's he up to?" Angel asked himself, "Oh well, back to the window." Angel began to watch out through the window again. He watched the light reflect off the wing of the plane and quickly pressed his face right up against the glass to believe what he was seeing. Spike was walking along the extension of the plane, raising his arms and obviously singing.

"Rock! it's what we're all about! It's what we live for! Come on shout it out!" He tuned, singing the Sum 41 song, 'It's what we're all about."

"I hope he drops." Angel smiled calmly to himself, lowering the screen. Angel surveyed the plane's space. The walls were painted with glamorous colours and decorated with portraits of the past owners of Wolfram and Hart, (Demon and human). Angel could smell the scents being used in the lavatories behind him. "Wow, Wolfram and Hart don't skip on the expenses." Angel commented on his fascinating surroundings.

"Um… Mr. Angel," the captain's voice called back to his only passenger, over a speaker, "We're coming up on New York just now. We'll be arriving at JFK airport and a limo is already waiting at… SWEET GOD ALMIGHTY!" Angel launched out of seat and sprinted in to the cockpit.

"What?" Angel asked.

"Look sir," the pilot instructed, pointing out the window, "there's someone out there."

"Yeah," Angel replied, realising who the pilot was talking about, "with any luck, he'll fall off." He smiled and returned through the door, back to his seat. He sat back in to his seat and pulled out an , 'I'm on an airway to Hell,' magazine from the side of his chair. He began to read an article about Elshew demons.

"Oh," Angel commented, seeming very interested, "I didn't know they didn't have spines." A familiar face popped through the wall in front of him. Angel stared at the head that was protruding from the barrier.

"Hey mate! This is cool!" Spike informed excitedly, "Want to try?" Angel raised one of his eyebrows sarcastically. "Oh yeah, forgot, physical presence." The head quickly retracted. Angel's face looked back down at the journal, he sighed.

"There's no hope for him." Angel remarked.

In, what is possibly the world's busiest city, the sky was dark, but the streets were light. New York was alive with radiance from buildings, to cars, to street lamps. The buildings were close together and large, they varied in size and shape, from large to small. The clouds overhead reflected the glow, many of the residents of the city still believed that it was day. Except one calm spandex clad prodigy, who sat on a low rooftop, which was still out of sight from civilians, with his right leg bent and held against his chest with his arm, and his left leg dangling over the edge of the rooftop he was sitting on. He could feel gentle winds blow against his body as he leaned back against a brick wall. He wasn't wearing the usual webbed mask, but sat with a naked head that stared up at the clouds. The atmosphere was warm and tranquil, Spider-man was taking long, peaceful breaths. The way he watched the skies would suggest that he was staring through the masses of clouds, through the stars and blackness of space and straight in to the heavens. He imagined that he could see people from his past drawn across the sky like constellations. He saw Harry, his best friend, Mary Jane, the woman he had loved his whole life, his aunt May, his uncle Ben and suddenly he saw someone he didn't recognise. After a few moments of remembering, he realised who he was looking at, he was gazing at the girl he had saved and who had helped him beat the crooks at the hospital that morning. For some reason, Peter was fascinated by this girl, he had no idea who she was, but it was obvious that she had great power.

'Great power?' Peter thought sarcastically, 'Now where have I heard that before?'

Peter was unexpectedly interrupted from his thought by the increasingly loud sound of police car sirens. Peter twisted his head around to see the vehicles race through the roads, with their distress signals blaring and their lights flashing. Peter sighed as he knew what his duty was, in his right hand he clutched the same old mask. After one more sigh, he flung the mask on and leapt from the rooftop in to the wide space between the buildings, shooting a web he swung after the cruisers. His swings were graceful, without his superhuman strength he probably would have fallen and splattered against a car windscreen.

He had been following them for five minutes before the cars halted abruptly outside a warehouse. Spider-man let go of his web-line and landed in a crouch position on the warehouse opposite. He watched, from the rooftop edge, the police run around the scene holding guns and shouting orders. His spider-sense went off as Peter watched, through his mask, a dark haired woman being thrown through a window on the fourth floor and two dishevelled looking individuals jumped through a window on the same floor and landed on the roof of the next building.

"What in God's name?" Spider-man gaped. The girl landed on a police car. "Shit!" Spider-man cursed. He then saw her getting up from the crash and running away in to a nearby alley before any of the police could help her. 'What is up today? Has every woman in this town turned Supergirl?' He asked himself, then looked up to see the culprits getting away over the rooftops of New York. "Oh no you don't" He proclaimed, shooting a web to a stone gargoyle on the building in front of him, and he began to swing after the two gravity defying criminals. He followed them for another several minutes, finding it hard to keep up with their inhuman speed. He managed to get close enough to shoot a web at one of them, and pull him back. They were several blocks away from the crime scene and Spider-man was getting ready for a fight.

They stood in a dim alley, with a fire escape ladder, a few doors and some dumpsters and trashcans by one wall. On an opposite wall, clung the remains of an old, worn down fire escape ladder, with a few metal spikes sticking out from it.

"Spider-man!" The captured criminal called, at first he looked frightened but then smiled manically, "Bring it on!" The crook ripped the webs from his feet and stood upright. He didn't take his eyes off the wall-crawler, "You put me away." He accused, "Well now I'm back, and I've got a little surprise." Spider-man gasped as the criminal's face started to change in to a demonic image. His accomplice jumped down behind him, with the same ugly face. "Get ready Spider-freak!" The creature leapt forward at Spider-man, who was still shocked at the criminal's morphing features. Spider-man's spider-sense quickly warned him and he ducked out of the way of the attack just in time. The other criminal started assaulting the superhero. He began to launch all kinds of attacks on the vigilante, Spider-man dodged every one of them. He shot a web at the fire escape ladder and jumped up on to the fourth floor of the building.

"Come down here and fight like a man!" The other criminal called up at him.

"Come up here and fight like a spider!" Spider-man retorted.

"With pleasure." The one creature murmured to the other, and they both soared up to the fourth floor and joined the vigilante. Spider-man couldn't believe his eyes. One of their fists flew at Spider-man's face, but he jumped away and back down in to the alley. "What a coward!" The creature shouted after him, and joined him back in the alleyway. The two creatures began to attack Spider-man again. He grabbed their fists and threw them away. He turned on one of the beings and punched him in to the shadows, he then turned back at and began to further rearrange the creature's already deformed face.

"Hey!" An angry voice called at Spider-man from behind him. Spider-man swivelled on his feet and was hit in the face with a trashcan. He fell forward on his knees and elbows, he then blacked out under his mask. The creature dropped the trashcan and the other joined him and they grabbed Spider-man and pulled him back by his arms. "I bet his blood tastes great!" The creature said, opening his mouth and showing his fangs. His companion did the same and together they leaned forward. Under the webbed mask, Peter opened his eyes and saw the sharp canines heading to his neck. He acted quickly and elbowed the two assailants in their stomachs. They leaned forward in pain and he punched their faces in to the wall behind them. He turned back at them, ready for another fight but his fists dropped when he saw what he had done. The two criminals were being held up on the wall by some metal spikes, that pierced them through their chests.

"Oh God!" Spider-man felt sick at his own actions.

The creatures stared at each other. Steam was floating up through the gutter and rain started pouring down in to the passage.

"How does he know about our kind?" One of the individuals said to the other before turning to dust and falling to the ground. The other stared at his remains.

"Let's see… Um… Last words…" He fumbled with his words as he slowly died, "Life is beautiful, Existence is pure…" He continued poetically, but his voice turned suddenly sarcastically, "… And I'm talking a load of shit! Happy Halloween and good night!" The impaled crook gradually disintegrated off the spike. Spider-man pulled his mask off and stared at the piles of ash that turned to mud as it mixed with the rain water. He continued to glare at the remains of the crooks. He was confused and guilty at his actions.

"What have I done?" He panicked. Thoughts flew round his mind, 'I'm a murderer!', 'Our kind,' and, 'Why did they turn to dust?"

"Nothing you didn't need to do." A feminine voice called from the alley opening. Spider-man turned around and saw the same familiar faces that he had seen in the hospital and some new ones. Standing in the back was the brown-haired girl who had fallen out from the building and another brunette, holding a stake. Placed in front of them was the redheaded woman Peter had seen in the hospital and standing next to her was Tracey Stewart, the girl he had saved the day before. Tracey slowly edged towards him and tried to touch his arm gently.

"Tracey?" He asked, his eyes were blinded by the rainwater falling down his face. He then realised that he wasn't wearing his mask, he tore his arm away from Tracey's grip, ran in to the shadows and leapt up on to the roof. He began running across the street via the rooftops and finally jumped on to a chimney. He held his face in his hands and screeched in to his palms. "What the Hell have I done?" He cried, clutching his mask tighter in anguish, "And what the Hell was Tracey talking about?" His breathing was hard and fast, two tears creaked from his eyes and ran down his face. He prayed to his departed uncle, 'I'm sorry Uncle Ben, I don't know how that happened.'

"Vampires." A voice informed from behind him. He turned around and looked down the side of the chimney. There leaned the same blonde girl from the hospital.

"You!" He yelled, as he jumped down on to roof. "Who are you?" He enquired.

"Buffy," she answered, holding out her hand, "Buffy Summers." Peter stared at her hand, trying desperately to figure out how this girl was so calm.

"I've just murdered someone!" He shouted at her, "And you're talking to me as if nothing's happened! What the Hell's the matter with you?" Buffy smiled understandingly.

"It's okay," she said pulling back her hand, "you didn't kill them. They were already dead." Peter stared at her, his eyes were wide with disbelief. His breath began to gradually return to normal speed.

"What do mean?" He said, a lot calmer than before.

"Just watch." She told him, pulling him around in to a position where he could see.

"What are you…" He started. Buffy put her finger on her lips, signalling for him to be quiet.

"Watch." She said, as she walked to the centre of the rooftop. She held her arms out and began to shout, "Here I am bloodsuckers! Come and get me!" Peter looked around to see who she was talking to. A roar echoed from the alleyways below and out of the dark shadows, jumped a man with the same demonic features as the two crooks Peter had killed.

"Mmm… Fresh meat!" He called, watching Buffy's every movement.

"Hey!" Buffy shouted to him, "Catch!" She said, throwing her cross at him. He caught it and smoke instantly shot out from his palms. The man screamed in pain and threw the crucifix on the floor, blowing on his hands. Buffy ran at him, jumped up and landed behind the man's back. She pulled out her new stake and plunged it in through the man's heart. The man stood there and looked back over his shoulder, he noticed the stake and stared forward at Peter.

"Just my luck, a city full of humans and I run in to a slayer!" He sarcastically told Peter as his flesh turned to ash. All that was left was Buffy holding a stake. For a few moments Peter and Buffy seemed to be sharing in a staring contest, not allowing the rest of the world affect them. They slowly began to move slowly towards each other. Peter raised his hand questioningly.

"Vampires?" He posed, "Slayer?"

"It's a long and painful tale of death and beautiful teenage girls being given superpowers." Buffy summarised the adventure that is her life.

"You've just described my teenage fantasies." Peter jested as he turned away trying to hide his confusion and fear.

"Peter?" Buffy slowly raised her hand and clenched his arm. "Are you okay?"

"Buffy? Is it?" He asked, Buffy nodded. "I've just killed two men and seen a mysterious blonde girl kill another man the exact same way!" He clenched his teeth.

"Pete, they're not people. They're vampires." Buffy tried to explain to the vigilante. Peter removed his hands from his face. He walked to the edge of the rooftop and held his mask tightly. He looked back at the slayer, his cheeks still shone from the tears he had shed earlier.

"There's no such thing!" He declared before pulling on his mask, jumping and swinging away in to the night. Buffy stood there, bewildered.

"Now that's just rude and stubborn." She told herself and walked across the floor. "And it confirms my theory." She said, thinking about her idea that Peter Parker was Spider-man. 'But what about that Daily what's-it-called bugle, calling him a criminal? After the way he just reacted to the vamp I just dusted, he is definitely not a baddie.'

Buffy stood there looking out towards the rest of the city. The sounds of the streets reached her ears and reminded her of her times in Los Angeles. The wind blew in her face and made her hair shake violently. She didn't notice the thud that came from behind her.

"So, you know?" Peter's voice echoed from behind her. She twirled around on her foot. She stared right in to Spider-man's white, mysterious eyes. He stood before her, breathing heavily.

"Yeah, I know." She replied calmly. They gazed at each other until Peter saw something on the floor, between his feet. He looked down and saw that that something was the crucifix that the vampire had thrown earlier. He bent down and picked it up, he looked at it and glanced up at the slayer. He returned to his upright position and handed the cross back to Buffy.

"This doesn't mean I believe." He told firmly. She responded with a smile and grabbed his arm.

"I think you will." She told him back. "You couldn't give me a lift, could you?"

"Where to?" He said, following her back to the rooftop edge.

"The Empire State University." She informed, Spider-man glared at her. "It's where I promised to meet my friends." She explained and they were off, soaring through the city and away to Morningside.

Over the Hell's kitchen area, stood a darkly dressed vampire, looking out over the violent neighbourhood. His gelled up hair stood firm against the blowing winds. His eyes stared out to the New York night skyline. Spike, his bleach blonde spirit follower, came out from the shadows.

"Oh mate," Spike asked, "Do you remember where that club is?"

"It's been a long time Spike." Angel replied. "But… yeah, it should be three blocks that way." Angel pointed to his left and jumped, gliding to the next building. He left Spike standing by himself on the rooftop.

"Alright!" He shouted out to his sire. "I'll meet ya there, shall I? You bloody arsehole!" Spike kept staring at Angel's seemingly soaring body as he slowly fell through the floor and all the way through the building until he reached the ground. He walked out of the construction, through the alley and through in to the next building. When he reached the next alley, a man sat next to a dumpster, drinking wine, saw the blonde ex-vampires actions.

"What the Hell?" He shouted. Holding up his bottle to read the label. Spike heard the man's yell and turned to see him. He walked over to the destitute individual.

"I think you're seeing spirits mate," Spike commented, seeing the bottle he raised his left eyebrow. "In more ways than one!" He laughed. The man threw his bottle away and started to run down the alley. "Oh! Mate! I wouldn't hang around these places if I were you!" Spike shouted after the fleeing beggar. "Unless you wanna become vamp chow!"

Angel leaned against a graffiti filled, brick wall. To his left his English spirit follower emerged through the wall. Spike looked up at the flickering sign, which read, 'BLEED NECK DRY PRIVATE CLUB,' above the door of the club, loud music blared from the door. Two large bouncers stood by the entrance watching Angel and Spike closely.

"See you in there mate." Spike said confidently to Angel, as he walked to the door. One of the bouncers' face turned in to the face of a vampire and lifted his hand to stop Spike.

"Are you on the list?" The vampire bouncer scowled.

"No…" Spike started, walking forward and through the vampire's hand, "… but can you stop me?" The vampire shook nervously as Spike continued to walk through the vampire's body and in to the club. Angel stopped leaning against the wall and walked over to entrance.

"Hey!" the first vampire called back to him, "Just cos your friend got in doesn't mean you can!"

"Hey!" the other vampire shouted at his partner. "Don't you know who this guy is?"

"No."

"This is Angelus!" The vampire announced, filling Angel with disgust.

"Angel." Angel corrected him.

"Huh?" The vampire's attention was directly on Angel. Angel thrust a stake out from his leather coat and plunged it in the chest of the vampire bouncer. The bouncer instantly exploded in to unholy dirt and fell to the ground. Before anything else could happen, Angel grabbed the other vampire's chest and threw him against the graffiti loaded wall.

"Who's in there?" Angel enquired.

"The local masters." The vampire answered nervously. "Culvae the cruel. Vlagre the viscous." He continued quickly.

"Vlagre?"

"Yeah."

"Hmm, I sired him." Angel remembered. "Thanks." He let go of the vampire and walked to the club entrance. The vampire rubbed his chest, from the pain of Angel's grip. Angel stopped at the door. "Wait, one more thing." The vampire looked up at Angel. Angel spun round on his foot, throwing a knife at the vampire's heart. As Angel walked in to the club, the vampire bouncer's body dissolved to the ground.

Angel marched down a flight of stairs and in to the club. Rap music was deafening, and the combination of the darkness and laser shows left Angel practically blind. Angel narrowed his eyes and searched past the crowds of dancing vampires. He eventually saw Spike sitting next to a gruesome vampire at a table by the far off wall. The vampire's skin was flaky and his hair was gelled back. He wore a black suit and a brown, leather jacket and seemed to be laughing with Spike. Angel strolled towards them and sat opposite the vampire.

"Hello Vlagre." He greeted. "Happy Halloween."

"Angelus!" The vampire welcomed excitedly. "Yes it is all Hallow's eve and I was just talking to our kin here." He indicated Spike. "Wolfram and Hart aye? I'm very impressed!"

"Yeah." Spike interrupted, "But did I forget to mention that pompous-man here and I both have souls now." He grinned. Vlagre's expression turned shocked and frightened. He stared in to Angel's eyes and saw that it was true.

"Angelus…"

"Angel." Angel corrected again, Vlagre stood quickly from the fear. "Listen, I'll do you a favour." Angel offered quickly, to avoid making a scene, "Tell me what I want to know and I won't kill you."

Vlagre considered his options and decided that cooperating would be his best chance of getting out of the club in one piece.

"Alright." He subdued, sitting down again. "What do you want to know?"

A grin appeared on Angel's face.

"Well…"

The clouds that blocked the moon's reflective glow shifted from the city's prospect. The University campus that Peter Parker spent his many hours of studies was lit once more with the ghostly radiance that could only be provided by lunar light.

THWIP! A web shot at one of the flagpoles on the Building of Modern Health. The web was then followed by a swinging superhero, carrying a blonde superheroine. Spider-man released his grip on his web-line and, with Buffy still in his arms, jumped down on to what remained of the campus bank.

"Down there." Buffy pointed down in to the campus zone. Spider-man looked down and saw two men sitting on a street bench. One was very young, maybe a teenager? Wearing an eye patch and long, curly black hair. The other had short, grey hair and was sitting very profoundly. Spider-man could then see the four girls that had seen him in the alley, where he had killed the two men, walking towards the other two men.

"Okay." He returned her point. He picked her up again and shot another web, and proceeded to swing down to the slayer's friends.


	3. Vampires?

**Authors Note: Thanks for reviewing this story. I have used elements from the animated series, but only certain parts (eg, the Drip Den, MJ in college, etc.). Peter will still be following the 'With great power comes great responsibility' teachings and a Peter/Buffy pairing _may_ happen.**

Chapter 3: Vampires?

By 3:00am, the, 'BLEED NECK DRY PRIVATE CLUB,' was nothing more than a demolition test site. The tables and chairs were just splinters and spikes of wood, strewn across the bar, which was torn in two. All the partying vampires, that had been dancing that night, had now become many heaps of ash slumped across the flooring. The largest vampire congregating spot in the big apple had become the chief dust producer in Eastern America. Leaning against the wall was a very bored looking Spike, staring longingly at a bottle of whisky, that he could not touch. Behind one table was a quivering Vlagre, covering his face with his upper limbs. Lights flickered and the room was darker than it had been all night. In the midst of the destruction stood Angel, holding a stake in each hand and panting heavily. His coat was ripped in several places and his shirt was torn across his torso. The dark hero had challenged every member of the club and destroyed each one. Some of the demons and vampires Angel had recognised from his regret filled decades as the murdering Angelus. He steadied his breath and placed his stakes on the inside of his coat. He turned on Vlagre.

"You… You said…" Vlagre pleaded desperately. Angel stood over the cowering vampire, his face filled with disgust.

"I said I wouldn't kill _you_." Angel informed. "I said nothing about not killing the other vamps." He hardly moved, Vlagre started to whimper behind his arms. "When did Vlagre the viscous go from one of the most renowned and cruel demons of this world, to an insignificant maggot, living on the streets, trying to get by in an ever growing pitiless society?"

"Now where have I heard that story." Spike interrupted from the back of the room. Angel did not let this distract him, he just stared at Vlagre. He knelt down to Vlagre's level and mercilessly glared in to Vlagre's pupils.

"I've heard the rumours Vlagre." Angel whispered. "I know what that slayer did to you in the thirties." His voice raised suddenly. Angel could see tears of shame starting to flow from Vlagre's baggy eyes. "And if what I remember from my life as Angelus is correct…" He started, rising to his feet, "… You deserved it! Happy Halloween." Angel spun on his feet and stormed out, up the stairs and slammed the metal double doors behind him, his dark coat following, gracefully behind. Several lumps of ash, which were once vampires fell from the upper level of the club as a result of Angel's slamming of the doors.

Vlagre still cowered in his small dark part of the club, trying to stop himself from crying. He removed his hands from his face and his eyes moved over everything in the bar until they finally stopped on Spike. Spike had returned his attentions to the whiskey bottle again. When he noticed that Vlagre was watching him, he lifted his head and stared right in to Vlagre's old face.

"What's the point in still being on this Earth if you can't get pissed?" He asked. Vlagre couldn't tell if he was being serious or not. Spike then slowly stood up and walked after Angel. "Not that I could get pissed when I was bloodsucking," Spike murmured to himself, "but at least I could touch the sodding bottle." Just before he got to the door he turned back to look at Vlagre. "I mean what is the bloody point?"

* * *

"Okay, I'm sorry." A confused Peter Parker said. "You want me to believe in vampires?"

"Yes." Rupert Giles confirmed. "Like the ones you saw earlier tonight." Peter sat in his chair, silent. His apartment had a tense atmosphere. Sitting in front of Peter were Buffy, Giles and Willow, who were trying desperately to make him believe in vampires. Faith, Kennedy and Tracey were over in Peter's kitchen, discussing something that Peter couldn't hear. Xander had gone to get Dawn, because Buffy had realised that the whole day had gone by and she had left her sister in their hotel room. Buffy started to look around, noticing the stairs, the giant TV, the dining table and all the furniture. She then remembered that Peter was only a newspaper photographer and a student.

"Does someone else live here?" She asked Peter, who looked up with interest.

"Yeah." He answered, "My roommate, Harry."

"Well it's nearly the morning." Buffy informed. "Don't you think he would be here by now?" Peter took his stare off Buffy and continued to look down at his chest.

"No." He told her, "I got a message off him while I was in the hospital. He's staying in his family house for a few days." Willow was staring at a framed photograph of a stunning mansion on the wall.

"Nice house." She said, nodding at the photo.

"Yeah." Peter agreed, "That's Harry's family mansion." Buffy and Giles looked up to photo and stared at it in amazement.

"This, 'Harry…'" Willow started, "… is it Harry Osborn?"

Peter nodded.

"The son of Norman Osborn?" She further questioned.

Peter twitched at the mention of the name. Buffy grabbed his arm.

"Are you okay?" She asked him, easing her grip. He replied with a simple nod. "Does Harry know about your…" Peter knew what she was going to say and answered her before she finished her question.

"I can't ever tell him." Peter said, looking very depressed. The slayers in the kitchen had stopped talking and were walking over to the others, to see what was going on.

"Why?" Buffy asked.

"Because he thinks Spider-man killed his father." Peter continued sadly. He got up from his chair and walked to the French windows. He leaned against the right side of the window frame. The memories of the worst night of his life burned in his brain. His forehead felt scalded. He saw the image of his best friend's father's stomach being pierced by the gigantic blade at the front of his glider.

"Did you?" Buffy enquired further, starting to worry if she was talking to a super-powered murderer.

"It's more complicated than that." Peter said, trying to avoid the story he had hoped never to tell again. "All I can say is that Harry's dad, Norman, was not well. He was a violent criminal with a mental problem who was called the Green Goblin by all the papers." It took Peter a few seconds to breathe between each word. "But you know what the worst part about it was…" Peter turned back to face the scoobies, "… The worst part is that the last thing Norman said was, 'Peter… Don't tell Harry.'" Peter's memory kept seeing a picture of Norman Osborn blood-filled mouth uttering the same words. The phone rang, Peter broke off and walked in to his kitchen. He returned, with the phone in his hand and walked to his stairs. "Excuse me, for a minute." He said climbing up the flight of steps.

The scoobies sat in Peter's living room, none of them knew what to say or do. The silence was tense, growing tenser and tenser every second.

Earlier that night, after Angel had left the, 'BLEED NECK DRY PRIVATE CLUB,' He and Spike had gone straight to NYPD HQ, (New York Police Department Headquarters). After entering through a window, or walking through the walls as Spike did, the two of them made their way to the police files office. On the way to the files room Angel tugged at his new replacement clothes he had received from the New York Wolfram and Hart offices.

"This new shirt and jacket are the best clothes I've ever worn." Angel told Spike.

"Alright, alright." Spike agreed, exhausted.

Angel had to break off the lock to gain access but once inside, started to search the files he needed via computer.

"So what are we looking for?" Spike broke the record breaking silence between the two of them.

"Vlagre gave me a date to search for." Angel pressed the keys of the computer's keyboard. "He said that our new demon is linked to that date." The data the warrior had entered was processing loudly through all the servers in the room.

"So how long do think it'll take to find the bloody thing." Spike asked, trying to find an excuse to swear.

Angel smirked back at him. Spike took in the sight of his sire, it filled him loathing.

'Pompous prick.' Spike thought to himself.

"Huh?" Angel said in surprise, "It's not here."

"What?"

"The file, it's been deleted."

"How?"

"I don't know." Angel checked again, still nothing. "Wait, here's something." On the screen Angel found a name written in a blood like font.

'Peter Parker.'

"Come on, we'd better get out of here." Angel lifted himself, after writing the name and the date Vlagre had given him on a piece of paper, from the chair and headed for the door. Spike followed and in the building's corridor, found themselves being aimed at by two security guards.

"Hands on heads!" One of the guards ordered. Angel slowly raised his hands to avoid a fight with the innocent humans. Spike just looked smugly at them. "I said…" The guard bellowed , pointing his gun straight at Spike, "… Hands on heads!" When Spike continued to disobey the guard's commands, the guard's gun went off. BANG!

The two guards dropped their guns and stared blankly at Spike. The bullets had gone straight through him.

"We don't want trouble." Angel told the guards, lowering his arms peacefully.

"Mr. Angel?" The other guard asked. "So sorry sir." He apologised.

"What?" Angel asked him back, a definite tone of confusion in his voice.

"The NYPD has been owned by Wolfram and Hart ever since you took over the company sir." The first guard explained.

"Figures." Angel and Spike both commented.

* * *

"Wow." Faith gasped.

"Yeah." Willow agreed, "I never thought that Norman Osborn was a criminal. True I found his death suspicious, but…"

The room fell silent. No one dared to move or talk. The room was as cold and lifeless as the dark side of the moon. Buffy breathed heavily and Tracey breathed quickly. They were shocked that Spider-man's life was like that. KNOCK, KNOCK. Someone was tapping on Peter's door. Buffy stood to answer it. She opened the door.

"Peter Parke… Buffy?"

Buffy moved her head up and found herself staring in to Angel's face.

"Angel?"

"What are you doing here?" They both asked simultaneously. "I'm just… You first." Spike past Angel through the door, without actually walking through anything.

"Ahh, the articulate new world of slayers and vampires." He laughed. Buffy instantly saw him and jumped to hug her former vampire lover. Spike raised his hands to stop her.

"No, Buffy wait!"

SMASH!

Buffy fell through him and on to one of Peter's wooden chairs, which broke in to large pieces of wood. Angel helped up his ex-girlfriend. He looked around the room, and found the scoobies looking back.

"Did all of Sunnydale move to New York?" Spike said, noticing what Angel was looking at.

"Does Peter Parker live here?" Angel instantly became very serious.

"Yes." Giles answered him, "He's upstairs at the moment."

"Right. I need to talk to him. So…" Angel's head turned to Buffy, then the rest of the scoobies. All of their eyes were fixed on Spike. "Yes he is a ghost… spectre or… I don't know." He assured the scoobies that they weren't seeing things.

Buffy looked up at Spike, teary eyed.

"Are you coming back with us…" She asked the spectre, then whispered "… With me." She tried to grab his hand, but her hand went through his fist. Angel felt violently sick, the thought of Buffy actually wanting to be with Spike made his stomach clench.

"Sorry love." He regretfully rejected her, "My glorious return to this world comes at a price. Guess who they got me haunting." He nodded to his right, indicating Angel. Buffy clenched her eyes, holding back her tears. She reopened them and beamed at her past lovers, hiding the emotion.

"Right." She said, thinking of something else to say. She turned to Angel, "Why do you need to talk to Peter?"

"It's about…" Angel started to respond. He looked towards the huge window on the opposite wall. He saw the sunlight slowly creep up from behind the city's skyscrapers. "… Time to go!" He shouted, running out of the apartment. The inhabitants of the room watched after him.

"Umm… Who was that?" Tracey murmured to the others.

"If it helps," Kennedy turned to her, "I don't know who he was either."

"Well…" Spike cheered. "Time for me to say goodbye." Buffy shivered as she heard him say these words. He noticed this and glared in to her face. She tried to look away, but eventually returned his intent look. "I've got a feeling we'll be crossing paths again." Spike left Buffy standing in the New York dwelling, walking backwards through the door. Everyone stayed motionless, all eyes were on Buffy. After a moment of silence, Buffy sad face was cracked by a huge smirk.

Peter came rushing down the stairs, jumping over Buffy's head, he landed on both feet in front of his door. He grabbed his coat off a hook by the door.

"I gotta go." He said regretfully to Buffy. "I just got a call from my aunt. She wants to see if I'm alright after what happened the other day." He went to open the door, but turned back quickly. "Oh yeah, she doesn't know about my secret, okay? In fact, nobody does. So if anyone comes looking for me…" He again went for the door handle.

"Peter?" She asked, "Did you give any thought to what I told you about?" He turned back again with a sarcastic smirk.

"Sorry, but nothing you can ever say will make me believe in the supernatural." And with that, Spike returned through the door and walked straight through Peter's back. He stood in front of the photographer. Peter dropped his coat.

"Just wanted to say…" Spike turned to face Peter, "Are you okay mate?" Peter's eyes were wide and blinking fast, slowly looking up to the ceiling, his eyes finally fell shut. The next thing anyone knew, he was unconscious on the floor.

Peter Parker's subconscious imagination conquered his, dead to the world, brain. Dark colours, that shone in his mind, dodged through the vigilante's thinking field galloped and twirled, leaving Peter to stare at them in awe. He saw his reflection appear before him in some sort of mirror. He looked intently at his mousy hair and average looks, recognising that he was dreaming. He was calm and relaxed, comfortable with his own two eyes and features staring steadily back at him. Slowly the likeness faded away in the mirror. Peter felt worried. He panicked and tried to grab his reflection and stop it from disappearing. The likeness seemed to be unchanged from the calmness it had been before.

"Wait!" Peter yelled after the image of himself. "No!"

Peter continued to mentally chase himself and suddenly clenched his heart. It had stopped beating, his body felt cold and lifeless. He felt his face, cutting his finger on a fang in his upper jaw. He felt further up his face and felt that his skin had wrinkled, causing his face to appear demonic, like the men he had killed before. He fell back behind him and in to an old wooden chair. He closed his eyes and opened them again.

"Where?" He murmured, feeling perplexed. He was sitting at a desk in the Daily Bugle, with an array of photos of Buffy in front of him. "Buffy." He moaned softly to himself as he ran a finger along the picture. Before him he saw a postal worker's hands hold a thick book over the desk and violently drop it. Peter protected his face as dust was sent flying around the air. After the dirt settled, Peter looked closely at the strange, mysterious book. The book was an old leather bound volume, with the word, 'Vampyr,' written, in gold, across the cover. He opened the cover cautiously, afraid of what may be contained within the volume.

Peter was amazed at what he could see. He saw Buffy and hundreds of other girls, of different races and appearances, fighting hideous demons and monsters. This book was showing all the slayers from history, fighting their continuous battle against evil.

Peter peered closely at the page of the book and gradually became part of it. When he realised where his imaginative self was he looked around panicky. He looked blankly forward just to see Buffy cut the head off a demon, with a rusty looking axe, and sprint toward him. She twirled the axe in her hands and turned it so that a pointed wooden spike on the opposite side was heading for Peter's chest. He saw himself turn to dust as he fell, feeling burnt, but saved at the same time.

Peter awoke on his bed upstairs. He could smell a strong scent in front of him. He looked forward and found a familiar hand holding a small brown bottle under his nose. He looked up to his left and saw Buffy beaming back at him. The room was dark, the lights were off and his window was obscured by blinds.

"Buffy?" He said drowsily.

"You were saying?" Buffy mocked him as he clenched his eyes. "His name is Spike."

"Who?" Peter looked up at her.

"The guy who walked through you." She laughed.

"So you saw it too?" Peter asked, "I guess that rules out the possibility of me being drugged… Unless you were the one who drugged me." Buffy's eyes widened at these words. "But that's not possible." He confirmed himself. Her eyes became keen with interest.

"Not that I'm saying you're wrong but… why?" Buffy slowly asked. "Come to think of it, if you don't believe in vampires, when I killed that one on that roof you must've thought I had killed a man. How come you didn't freak?"

"One of my powers includes a sense I feel when danger's near." He explained. She stared at him, interested. "It's all to do with spider's being able to feel vibrations in the earth and air. That's why I trust you. If you were any kind of threat, I would have known about it the second I saw you." He examined his room from his bed, his eyes widened with horror as he stared at the phone. "Aunt May?" He panicked, trying to jump from his bed, but was stopped by Buffy.

"It's okay." She assured him. "She called earlier, we let the machine get it. She said she couldn't stay to see you, she was going over to Mrs. something or other's house."

"Watson?" Peter nodded. She replied with a nod. Peter looked down gloomily.

"What's the matter?" Buffy asked, with a put on smile.

"Anna Watson's probably the second in command of the, 'I hate Spidey/Peter Parker,' fan club." Peter explained as he rose from his bed. He moved over to his window, the light was blocked by his blinds. He peered through one and squinted when the light hit his eye.

"Who's first?" Buffy asked jokingly, still beaming. Peter grinned back at her and pulled on his blinds, opening them and revealing the view of the opposite buildings.

"Him." He said, indicating a billboard across the street. On it was a gigantic picture of J. Jonah. Jameson, smiling and holding a copy of the Daily Bugle. On the cover of the paper read, 'SPIDER-MAN: HERO OR MENACE?' Buffy's eyes took a moment to adjust to the new level of radiance. She saw the poster and looked back at Peter.

"Who is that?" She asked, intrigued.

"J. Jonah. Jameson." Peter stated, "The reincarnated Adolf Hitler, only in this life he has a weirder hairstyle." He sniggered, looked back and saw that Buffy was also giggling. "The worst part is he's my boss." Peter laughed outrageously. He walked back to his bed and practically fell on it. He stretched and sat back up and looked over his shoulder to Buffy. "What kind of a name is, 'Spike?'" He asked her curiously.

"It's short for William." Buffy replied. "Have you ever heard of, 'William the Bloody?'" Peter stared at her as her lips moved and the impossible words were being spoken.

"I've read things." Peter answered, "I've read stories about famous monsters and vampires. I thought they were just stories though. You know horror books?"

"You are very much mistaken." Buffy told him.

"If vampires are real…" Peter began, "… How come he was standing in sunlight?"

"That's simple." Buffy smirked, "He died a few weeks ago in California." Buffy's smirk slowly disappeared as she stared down at the wooden flooring. Two tears leaked from each eye. Peter saw this, he placed his hand on her shoulder.

"Hey, are you okay?" He asked cautiously, knowing that his past with comforting women was not good. She sniffed and threw her head back. Her face lit up again as she looked in his direction.

"Yeah." She grinned. She stood up and tried to leave the conversation, but before she could grab the door handle, a web shot from behind her and covered the timber obstacle. She jumped back in shock and gaped at Peter, whose middle fingers were still pressed against his palm.

"Now don't give me that." He ordered friendlily. "Talk to me." She groaned as she turned back to Peter, she did not want to talk. She slowly strolled back to the bed-sit.

"I don't think we need to go in to that." Buffy casually pleaded. Peter gently rose from the bed.

"Okay." He practically whispered. He strode to the door and began removing his web. Buffy knelt back down on to Peter's bed behind him. Peter roughly scraped the webbing from the door. Buffy rubbed the tears from her eyes and slightly sniffed, Peter felt a little frustrated at the noise of her snuffle. He went to open the exit, but instead slammed it shut again. "Okay, something is definitely wrong!" He exclaimed.

Buffy jumped, startled by Peter's sudden outburst. By the time she had recovered from the shock Peter was standing before her looking down expectantly.

"What?" She murmured.

"Why is it that you're sniffing or crying when no one's around?"

Buffy looked away.

"I don't know what you mean." She confirmed anxiously.

"Is it something to do with this, 'Spike,' guy?" Peter demanded. Buffy's eyes welled up, looking slowly away from her stare and moved her head down to face the wooden floor. Peter watched as patches of tears dampened his floor. "Buffy?" He knelt down, placing his hand on her left shoulder. "What is it?" She continued to sniff as she cupped her hands over her face. After one extremely large sniff she removed her hands. She looked to his face and saw an inquisitive look.

"It's Spike." She gave in to his question, "When we were fighting this evil in California…" She found it hard to get out the sentence. "… I told him that I loved him." She gazed up at the ceiling as Peter sat next to her on the bed. "He told me that I didn't, you know, love him." She looked over to Peter, who stared back, not knowing how to feel. "Then he died." She concluded, "Killed by the sun and the collapse of the Hell Mouth."

"The collapse of the Hell Mouth?" Peter seemed suddenly very interested. "Do you mean that Californian town that disappeared last year?" Buffy continued to stare at him.

"How did you find out about Sunnydale?" She asked.

"I work at a daily newspaper. A town vanishes off the face of the Earth, I think people would notice." He smirked again, as did Buffy. They shared a moment of silence as Peter pondered the conversation. "So if he died last year… How come he was standing in my apartment?"

"I don't know how he came back, but I know that he can't seem to touch anything now."

"What… A ghost?" Peter enquired. She nodded. "Oh great. First vampires and now ghosts!" He laughed.

* * *

"What do you mean she wouldn't?" The blonde spectre followed the tall soulful vampire. The two strolled through the night time streets of New York, Angel watched the cars and bikes speed past them. It was a deserted street with six people at most.

"I'm just saying that Buffy wouldn't want to make it with a ghost." Angel explained with a frustrated attitude. The sky was black but there was a definite glow coming off the skyscraper's lights.

"Oh bloody hell!" Spike yelled looking forward down the street.

"What?" Angel yelled back. Spike pointed to what had caught his attention. A girl at the end of the road had chased her puppy on to the road. A car screeched out of control behind her. The two undead adventurers could just hear the girl's screams as they could see her shield her dog from the car. "Shit!" Angel ran as fast as his legs would allow.

Spike stood stock still, just staring after Angel.

"Yeah that's it!" He called to the vamp, "Go for it mate!" Angel jumped and glided over the road and in to the vehicle's path. He grabbed the girl, who still clutched her dog, and held her against his stomach, turning his back to the car. CRASH! The impact sent Angel soaring down the street. Still seizing the tiny girl and her pet, Angel spun around so that his back hit the ground first. THUD! His spine scraped across the street. He felt the pain but did not feel ready to black out. He squinted as he looked up. All he saw above him was a car's licence plate, it read, 'J JONAH 1.' "Why the Hell did I cheer him then?" Spike asked himself.

"Jeez." Angel groaned as he lifted the youngster, "I can't remember the last time I was hit by a car." He placed the girl in front of him, she gaped at him as her dog attempted to escape her grip. He leaned forward and groaned as he held himself up on his knees.

"Wow, you got hit by that car and just got back up." The very impressed lass sweetly told Angel. "When I grow up I want to be like you."

"No you don't." Angel murmured. "Now run along." The girl obeyed and ran back down the street. Angel was just about to walk back on his way when the driver side door opened. Angel felt deafened by the volume of the voice that reached his ears.

"What in God's name!" The fuming tone of voice bellowed. "All I need now is for someone to sue me!" Out of the car came the editor-in-chief of the Daily Bugle, J. Jonah Jameson.

"Relax." Angel ordered calmly, "I'm not going to sue."

"Good!" Jonah bellowed, "Because if you did sue me I would hire the best lawyers Wolfram and Hart has to offer to take you to the cleaners!"

"If you did they'd be fired." Angel answered back.

"What do you mean?" Jonah enquired, still enraged from the crash.

"Angel." Angel introduced himself. "CEO of Wolfram and Hart in LA." Angel extended his hand, but was refused by the loud editor. "Okay." He continued, retracting his arm.

"What the Hell is the owner of a global legal company doing jumping out in front of cars?" JJ continued to shout.

"I was trying to save that girl who ran out there to catch her dog." Angel became angry. Jonah began to think about the statement just said.

"A hero aye?" Jonah beamed at Angel, "Well we sure need your kind around here. Not like that Spider-menace!" His attitude drastically changed. Angel seamed intrigued by the term, 'Spider-menace.'

"Who?" Angel asked.

"Spider-man! He's a plague upon this city!" Jonah exclaimed. Angel pondered the problem. "J. Jonah Jameson, editor-in-chief of the Daily Bugle." JJ offered his hand to Angel. The vampire accepted.

"You know I used to be a PI. Maybe I could help." Angel offered in a low voice.

"A private investigator?" Jonah enquired. "I'm the editor-in-chief of the Daily Bugle. If you could capture Spider-man and bring him to justice I'm sure the people of New York would be very grateful to you, and there is a reward for the web-slinger at my paper." Jonah, sinisterly, tried to influence the vampire.

"What would I need a reward for? I'm head of a global law company." Angel stated.

"I don't know, give it to some charity." Jonah suggested, "That's what heroes do aye? What do you say?"

"Sure." Angel agreed, nodding his head and sticking his hands in to his pockets. "When do I start?"

"Immediately!" Jonah yelled triumphantly, yanking the car door open and slamming it shut again once inside. The vehicle sped away in to the flow of traffic once more. Angel turned back to watch Spike walk towards him, through several lampposts.

"What the Hell are all these people looking at?" Spike groaned boringly. "It's like they've never seen the dead walk the Earth before." Spike kicked his foot around, still bored. "Are we going to try to talk to that Peter Parker guy again?"

"No" Angel answered. "Forget Peter Parker for the while, we have to find Spider-man."

* * *

The concrete paths that flowed through the Central Park were host to numerous people at the early times, just before dawn for example many strolled the largest natural piece of land in the gigantic concrete city. Many of the people that walked here were couples of young lovers, out for romantic morning walks, some were elderly and stayed near the ponds, feeding some hungry ducks. A few of the occupants of the park were mothers playing with their infants, others were business men on the way to work and one was a lost man. This man was lost because he had died, in his opinion he had died unjustly. His death had taken place not too long ago and was the result of another man's pursuit of him. He had been where no God-fearing person should ever go, Hell. He had been to the lowest place in existence and had seen everything that happened since his death flash past him as he had been tortured by the fiery tyrant from below. The other who had chased him to his death was the one thing that kept this man sane over his time in the nightmarish place. The thought of vengeance and payback had given him the strength to return to God's blue and green Earth. The man stood in the shadow of a stumpy looking oak tree, next to a playground where several parents and children were congregating and having fun. He stared as the happy faces of the children kindled something within his dead heart, but then the darkness took over once more. He was filled with hate as he saw the other people looking so happy.

One of the children that was playing with their parents jumped from the swings that she was sitting on and ran around the corner of a hedge yelling that her father should chase her excitedly.

What had made this man so lost was that he was now empty inside. His soul was gone, meaning all form of humanity in his life was gone forever.

A scream came from behind the hedge, the little girl's father, who had begun to chase her, now sprinted to her aid. Many of the people that were enjoying their walks or playing with their children came running around the same hedge to see what had caused the scream. Many new screams could be heard as the lurking man made his way to join the other observers. The sun crept over the tree tops and illuminated the area. The parents quickly covered their children's eyes from the horrific site before them. The sunlight fell over the body of a girl, covered in blood on the muddy ground.

The girl was young, possibly a teenager, her throat had been lashed and that seemed to be the source of the large puddle of blood that drenched the floor next to it. The girl was on her back with her eyes wide open and her face screaming a silent scream. Her limbs were limp and her flesh had been ripped and torn away in several places. Her hair was red, the on looking New Yorkers couldn't tell if this colour was natural or if the blood had caused it. She was wearing a pair of jeans, with one of the legs torn away and a jersey that had been ripped to pieces and each piece lay on her motionless body. Some of the individuals present thought there was a chance she could survive but these hopeful beliefs were diminished as the people continued to stare at the body.

The screams of the witnesses ended and the confused and frightened people started chattering amongst themselves. One voice yelled over the rest telling someone to call the police.

The shadowy figure looked uninterested by the bloodbath in front of him. He looked to the side of him and straight at the sun. It glistened in his eyes causing a slight smile to creep slowly across his face. He looked at a tree to his far right and could see, in the shadows, a man that was familiar to him, covering his torso with a new shirt and throwing an old torn one in a trash can nearby. The grin on his face grew slightly larger.

"Good dog." He mumbled.

* * *

Halloween had finally come and gone. Peter had spent Halloween night trick or treating the local mob bosses in his very own costume. It was now November and Peter Parker walked steadily through the unusually quiet streets of New York. He had expected a lot more people to be out in the equally unusually sunny day. They had just exited a cab that had brought them from Queens to the West side of Manhattan. Peter had been to see his Aunt May to tell her that he was fine. The others had been to get a feel of the big apple.

"Where is everyone?" Willow asked from behind the photographer. Peter looked back and saw the witch, her girlfriend Kennedy and Giles following him. Willow wore blue jeans and an old backpack.

"I don't know." Peter replied, "It's usually a lot more crowded than this, especially seeing as this is a party part of town and it's nearly sunset."

"Maybe it's got something to do with that." Kennedy pointed down the street, where several New York police officers were gathered around the street corner. The four adventurers looked above the huddle of cops. They saw a turned off sign which read, 'BLEED NECK DRY PRIVATE CLUB.' "Wonder what's up." Kennedy thought out loud.

"I've heard of that place." Giles announced. "It's supposed to be one of the largest vampire nightclubs in New York."

"Again with the vampires!" Peter sighed and stared down at his shoes.

"Still don't believe, huh?" Kennedy slapped him playfully across the back.

"What do you think?" Peter asked sarcastically, looking back up at the scoobies.

"Shall we take that as a no?" Giles' usual tired English voice uttered as he pushed past the other scoobies. The others followed him as he swiftly made his way down the street. They cried in protest as he suddenly halted, causing his companions to trip over each other and make a large human pile on the floor behind him.

"Giles!" Kennedy yelled at him, with no reaction from Rupert. "What the Hell do you think you're doing?" Giles held up his hand to Kennedy's face.

"Shh." He murmured, he turned his head towards an alleyway to his left. "There's something in there." He rapidly strode in to the alley in search of his target. The alley was a shadowy tunnel, with a mass of worn-out cloths, metal sheets and old car segments blocking out the light of the sun overhead. The others followed the watcher cautiously.

Peter was the last to enter. Feeling both curious and afraid, he practically forced himself to jump through the unsanitary entrance. He found himself in the blackness of what seemed to be some kind of porch, with an approximately six foot high, wooden door a few inches in front of him. The other persons had already walked through the door, leaving Peter behind. He took in a deep breath, noticing the strong stench that seemed to be coming from the other side of the door. Peter went to grab the handle of the door in front of him, when his spider-sense instantly shot a warning to his brain. He jumped back, narrowly missing the body that had been flung through the door.

The body that landed aside Peter's feet was an old, (No scratch that, ancient), mass of flaky skin, elderly features and wrinkled hands. He held his eyes shut as debris from the wall fell on him.

Peter watched with his jaw a few inches shorter than it should have been. He gaped as Kennedy followed the thrown individual, through the giant hole in the door. She grabbed his collar and slammed him back in to a wall. Giles and Willow accompanied them in the small, dark room.

"Vlagre," Giles greeted, "Long time no see." Vlagre began to twitch.

"Ripper, please you can't, I…"

"Shut it!" Kennedy ordered, still holding the whimpering vampire. Peter turned to face Giles.

"Ripper?"

"Giles, is there any reason I shouldn't kill him?" Kennedy asked, raising her wooden stake. Giles pondered over his answer.

"Wait." Willow bid, "Maybe he knows why that club Giles knows is swarming with police." All their heads turned on Vlagre.

"I don't know anything! Please!" the vampire panicked.

"That's not what Mr. Pointy says." Kennedy mocked the vamp while waving the stake in his face.

"He said he wouldn't kill me!" Vlagre shouted irrationally.

"Who?" Peter enquired.

"Angelus!" He yelled back in fright. "He said that he wouldn't kill me!" A slight tone of triumph could be heard in his voice. The expressions on Giles' and Willow's face disappeared and were replaced with horrific shock. Peter noticed their appearances.

"Who's Angelus?" He asked hesitantly. They ignored him.

"Don't you mean Angel?" Kennedy asked Vlagre, who was still twitching.

"No he doesn't." Giles assured her. He pulled Vlagre out of Kennedy's grasp and stared at him threateningly. "Angelus is in back and killing?" Vlagre nodded in response. Giles threw him aside and marched out of the alley way.

"Giles, wait." Kennedy panted, trying to follow him back in to the streets. "Aren't we going to ask him about that club?"

"No." Giles answered, "We've got bigger things to worry about now. Everyone try to find Buffy, we need to tell her that Angelus is here." It was now night time and the police were getting in to their cruisers and leaving the club area.

"Who the Hell is Angelus?" Peter demanded angrily from behind, causing them all to stop and turn to face him.

"There's no time to explain," Willow said while rummaging through her bag. "If you see this man…" She said as she handed him a photo from her bag. "… come and tell Buffy." The watcher and slayer had already left and Peter only just saw Willow turn and run in the direction of her hotel. He stared down at the photo and studied it carefully. It was a picture of Buffy and some guy with gelled up hair, a hard face and dressed in black. Peter ran to the lamppost down the street to try and get a better look at the picture.

The photo had obviously been taken at night. The picture showed the man with his left arm around Buffy's shoulders and the two of them were smiling. Peter noticed that Buffy was smiling at him, this made him wonder, if this man was so dangerous then why was Buffy, some kind of superheroine from California, doing smiling at him in a photo that her best friend carries around with her.

"Why has my life suddenly become a lot more complicated?" He thought out loud to himself. He ran to darkness of the alley behind the lamppost and began to change in to his web-slinging alter ego.

He came out swinging in the red and blue spandex suit that he had worn since his first time superheroing, with his civilian clothes in his backpack. He began to swing towards his apartment when he saw a sign which made him think. He landed and crouched on a lamppost and continued to stare at the sign. It was the sign of the Daily Bugle which was pasted on the side of a newsstand. The stand's owner, an elderly man with a snow white moustache and a tattered jersey, was asleep in a chair inside the newsstand, so Peter shot a web and yanked up a copy of the Bugle. He threw a dollar coin back down to pay for the paper and began to read the broadsheet. What amazed Peter about this issue was that it did not have Spider-man's photo on the cover. Instead there was a picture of the man in Willow's photo. Peter took out the photo and compared the two. The headline read, 'OUR GUARDIAN ANGEL.' Spider-man sensed someone was watching him, thanks to his spider-sense.

"You a fan?" A deep, rough voice asked from in front of Spider-man. Peter threw aside the paper, without having time to read it and gazed forward. The same man from the photo and newspaper stood on top of the newsstand. He had his hands tucked loosely in to his coat pockets. He gave Spider-man a sinister smirk and, very slowly, walked forward. "Happy Halloween."

"What's your deal?" Spider-man asked, suddenly standing and looking down at the vampire.

"Do you believe in vampires?" Angel asked casually.

"Let me guess, you're some kind of vampire hunter?" Spider-man enquired, trying to keep Angel talking so that he could think of something to do. He saw the watch he was wearing, caught on his glove. It read the time as, '10:56,' causing the vigilante to realise that with the sky growing ever darker, the vampire, (If vampires were real), would be at the peak of his power. This thought made Peter slightly afraid under his costume.

"Yes and No." Angel answered. His face turned in to the demonic form of a vampire as he lunged at Spider-man. Spider-man jumped back and out of his way, causing him to drop his backpack and land on the sidewalk. Angel stomped back on to the ground several feet in front of Spider-man and growled fiercely at him.

"Oh great!" Spider-man murmured sarcastically.


	4. To Slay an Angel

**Author's Note: Thanks for reviewing this story, I've been busy and haven't had time to work on this, also I've started writing a seperate Spidey story. About this story; yes, Spidey is stronger than a vampire, but I'm trying to show him as being confused and the side of him that doesn't believe killing is justice. About Spike, in one episode of Angel in series 5 he said that he haunted Angel, not Wolfram and Hart so I let him follow Angel to New York. Now enjoy the next chapter and please review.**

Chapter 4: To Slay an Angel.

"Buffy!" The blonde English spectre shouted as he walked through the door of the slayer's hotel room. "Buffy I need to talk to you!"

Buffy's room was untidy to say the least. Cases open, books strewn, magazines thrown all over the place and four inhabitants, Buffy, Xander, Dawn and Tracey, watching TV in a dimly lit part of the room.

"Buffy!" He called again.

Buffy jumped in shock and turned around and calmed down when she saw Spike's face. Dawn and Xander stood slowly, but collapsed as soon as they saw Spike.

"Dawn!" Tracey cried worryingly, "Xander!" The two slayers helped the two humans back up and on to the couch.

"We told you that Spike was back." Buffy moaned as she checked her sister's head for injuries. Xander twitched in his semi-conscious state.

"I didn't collapse because of him." He uttered objectively. "I just wanted to see if this was real shag carpeting." He continued nervously, pointing at the carpet covered floor. From all the stares he was getting, he could tell no one believed him.

"Look, whatever mate." Spike interrupted the silence, "Buffy I need to talk to you."

"Sure." Buffy said, standing up and moving aside, allowing Tracey to attend Dawn and Xander. "What's up?"

"I'm fine!" Xander exclaimed. He was fidgeting on the couch and trying to stop Tracey helping him. He stood up, using one hand to rub the growing lump on his head and the other hand to straighten his eye patch. The two blondes watched him oddly. When he stopped fidgeting, Spike and Buffy inhaled equally oddly and returned their attentions to each other.

"So… anyway." Spike tried to remember what he was talking about. "Arrogant vampire of the century has taken another bid for glory."

"Angel?" Buffy asked. Spike nodded, unsubtly gleeful.

"Yeah, he's been hired by some news editor to take out Spider-man." Spike explained, obviously not concerned with Angel or Spider-man. Buffy's eyes were wide and fixated on Spike.

"Spike!" She said trying to grab his jacket, but her hands went straight through him. She had remembered how Peter had told her that J. Jonah Jameson, editor of the Daily Bugle, hated Spider-man. "Where's Angel?"

"I don't bloody know." He moaned, "I'm not his sodding keeper!" He started to walk circles around the room waving his arms, outraged.

"Wait a minute," Xander interrupted, "Angel, vampire with a soul, against Peter Parker, Spider-man? Man, that's a comic nerd's dream."

"Peter Parker, Spider-man?" Spike asked, very confused.

"Yes. Peter is Spider-man." Buffy settled, "Now before anyone else finds out his secret let's go stop Angel."

"Love to love, but I'm, unfortunately, indisposed." Spike's sarcasm was the most obvious thing to hit New York, as he showed them his indisposed state by shoving his hand through a hotel lamp.

The door nearly fell over from the force that hit it when Willow and Kennedy came rushing in to the room. They were both panting extremely fast and Willow seemed to be saying something.

"Buffy,wewerewalkingwithPeteronhiswaybackfromseeinghisauntyouknowtryingtogetafeelofthebigapplewhenweranintoareallyoldvampireinastinkyoldalleyway,wethreatenedhimintotellinguswhytherewerepoliceatthisclubdownthestreet,GilesknewhimandhetoldusthatAngelhasturnedevil!AndGileshasgonetolookforhim"

A few seconds past before Buffy responded and Willow stopped panting.

"Come again?" Buffy asked unsurely.

"Angel has turned evil!" Willow barked at them all.

"The match has just got a whole lot more interesting!" Xander yelled excitedly, waving his arms in the air.

Buffy turned back at Spike.

"We _definitely_ need to stop him! She ordered, running to an armchair and grabbing her coat off it.

"Wait!" Spike bellowed, causing everyone to stop moving, "I would have known if Angel had become Angelus." He explained, "Who told you that he was evil?"

"Some vamp named Vlagre." Kennedy shrugged.

"Vlagre? That bloke's so messed up, he'd say Satan was a saint!" he contemplated over his words ,"although he used to be an archangel."

"But if Angel isn't evil…" Willow started.

"And Peter thinks he is…" Kennedy continued.

"And Angel has a job to take out Spider-man…" Xander also continued.

"And Peter is Spider-man…" Tracey joined in.

"And Peter has killed vamps and knows how to kill them even if he doesn't believe in them…" Buffy continued further. They all looked toward Spike.

"Oh bloody hell!"

* * *

Behind his mask, Peter was wondering when the fighting would begin. He had counted the seconds and he had gone two and a half minutes of what seemed like a staring contest with this stranger. The steam rising from the gutter gave the situation a gangster feel to it.

'Any minute now Al Pacino is going to come down the street with two Tommy guns blazing them between us.' Peter thought to himself. He even looked over Angel's shoulder for a quick second to see if Al Pacino really was coming.

'This guy is really strange.' Angel began to think, 'He's supposed to be a wanted man and a villain but he shows no signs of starting a fight between us and he keeps looking over my shoulder for some reason. Probably a trick, oh no I'm not falling for it!'

Peter was taken aback when Angel started to move. He clenched his web covered hands in to fists, expecting the coming battle. Angel, however, didn't seem to be doing anything violent. The vamp straightened his jacket, turned back to his human face and looked up at Spider-man.

"Do you know what I am?" Angel asked.

"I've got a fair idea." Spider-man answered.

"I'm a tortured soul, a vampire that hunts other vampires." Angel explained.

'Some kind of cannibal vampire?' Peter asked himself.

"And now I have to stop you." Angel continued, "Because, apparently you've become a thorn in the side of a few people."

'Ahh,' Peter thought, 'He's been hired by some underground group that have a grudge against me. Probably because I put a few of their members in jail.' "I get on a lot of people's nerves, what's it got to do with you?"

"Apparently, I'm being paid."

'Not if I stake you!' Peter thought viscously, 'Wait I don't believe in vampires! But he's a threat to Buffy! – Buffy? Since when do I think protectively about Buffy? Sure she's beautiful and amazing… Beautiful and amazing? Where did that come from? What would MJ think if she knew what I was thinki… Wait a minute - Mary Jane? How did she get in to all of this? Oh screw it!' Without warning Spider-man ran inside the nearby newsstand, with a rather hideous Jack o lantern in the front, and awoke the owner, who was not impressed.

"Who the Hell do you think you are..? Have you no respect..?" The old man ranted.

"Sorry," The vigilante apologised, "Can I borrow this?" He asked, snatching the wooden chair from under the man and snapping one of the legs off. He jumped back out in to the street through the elongated window at the front of the newsstand, leaving the stand's owner screeching about having his chair stolen. Spider-man held up the long, sharp piece of wood threateningly to Angel.

"So…" Angel spoke doubtfully, "You do know about vampires?"

"I've killed a few." Spider-man replied. Angel began to breathe really fast, well he would if vampires could breathe. Angel hesitated before making a move, but then decided that from what he knew this costumed weirdo was a danger to innocent people.

* * *

"Where are Giles and Faith?" Buffy asked rapidly and angrily, marching quickly out of an apartment building's elevator. She was followed by Spike, Dawn, Xander, Tracey, Willow and Kennedy. Xander was continually fidgeting with his eye patch while Dawn yawned in boredom. Willow and Kennedy were exhausted by all the running they had done in the last few hours. Tracey seemed very excited about the chance to slay that evening and Spike just blew through his lips even more bored than Dawn.

"Faith is still in Queens." Xander informed the slayer, "She just called to say that twelve more vamps showed up and she may be late."

"Wherever Faith goes trouble doesn't seem to be far behind." Buffy mumbled. They approached Peter's apartment door. Buffy was about to knock when she saw Spike about to walk through the wall. "What do you think you're doing?" She said, he immediately stopped.

"What?"

"What if his family or his roommate's in there?"

"Can I help you?" A calm and charming voice asked. Buffy was so concerned with telling off Spike that she hadn't noticed the door opening. In front of her stood an obviously non-average New Yorker. He was dressed smartly with a stylish haircut. He leaned against the door frame, analysing the people in front of him.

"Harry Osborn?" Buffy asked.

"Yeah." Harry answered, "And you are?" He extended his hand to her.

"Buffy Summers." She shook his hand impatiently. "Is Peter here?" Harry continued to stare at the strangers, the look of them made him hesitant with his answer.

"No." Harry droned, "I haven't seen him in days."

"Harry? Is that Peter?" A sweet feminine voice came from inside the apartment and an equally sweet, redheaded face came around the open door. "Hi." She greeted the scoobies amiably and opened the door further to let them in. "Come in please."

"No, we can't." Buffy refused. She turned around towards the elevator. "We have to find Pete…"

"I know you." Tracey declared excitedly, "You were at the University when I was in that fire. You know Peter, he called you MJ."

"Mary Jane Watson." She introduced herself, shaking hands with all of them until she reached Spike. He avoided her hand by twitching away from her.

"Uhh, don't worry about him." Dawn told MJ, "He's English." She whispered as an excuse. Mary Jane looked at Spike again.

"Nice hair." She said awkwardly.

"Do any of you want a drink?" Harry offered welcomingly. Spike face instantly shone at Harry.

"More than you'll ever know." He mumbled under his voice. Many of the scoobies seemed eager to enter the apartment and meet Peter's friends. Buffy sighed and turned back towards the elevator. She closed the lift door and nearly jumped in shock when she turned around and found herself face to face with and eye patched Xander. The elevator started to descend as Buffy started to question Xander.

"What are you doing here?" She yelled at him. He shrugged.

"I don't know." He groaned, "I just thought that there'd be more action with you than with those guys."

As the elevator continued its decent Buffy and Xander could hear the above chattering of the New Yorkers and the scoobies.

* * *

Angel jumped forward, Spider-man dodged the attack. As Angel continued his attack he leapt over Spider-man, as he did Spider-man's right fist pummelled Angel's left cheek extremely quickly. Spider-man went to kick his torso but was blocked and punched back in the abdomen. They continued to punch and kick one another until Angel heard something, a car speeding down the street. Spider-man's spider-sense hadn't warned him yet and hurriedly Angel grabbed Spider-man's back and threw him out of the way, leaving himself in the car's way. Spider-man dropped his stake as he went slamming against the sidewalk, giving him a small gash on his arm. He looked up in anger and looked on in shock. CRASH. Angel took the full front of the car's impact. Smoke came rushing out from the car's engine, engulfing the whole street in a grey shadow. Peter sighed under his mask, expecting him to be dead. He sat on the edge of the sidewalk.

'Of course there's no such thing as vampires.' Spider-man thought, 'If he was a vampire he would have survived that.'

"JEEZ MAN!" He heard the driver of the car screech from the front seat of his car, "HOW THE HELL DID YOU..?" Spider-man looked up and saw a tall figure approach him through the heavy vapour.

"Surprise." The figure said calmly. "It's me." The figure came out through the smoke showing his face, which was Angel's. The frightened driver of the vehicle scrambled out from his driving seat and sped off in to the distance, leaving the wreckage of his car behind.

"You saved me?" Spider-man gaped at the vampire.

"You're wanted alive." Angel replied.

"Wanted? Well I'm not going anywhere." Spider-man argued firmly. He shot a web-line up to a lamppost and swung up to the top of a small donut shop across the street.

" Not willingly." Angel mumbled and began to chase after him.

"Angelus!" He heard a voice cry. He landed on the same donut shop that Spider-man had recently landed on but had already left. He looked back down in to the street to see Giles running down the lane, calling his former name. "Angelus!"

"Angel!" Angel corrected him, "I'll be with you in a minute Giles!" He called returning his attentions to the vigilante.

He jumped along the rooftops, following the scent of Spider-man's blood from his gash. He landed on a rooftop that he knew occupied more than one person. The air was musty and unclear. Angel's vision seemed to be failing him as he could not make out certain objects thanks to the steam rising from ventilation shafts on the roof. The surrounding atmosphere was bitter and cold, reminding Angel of himself.

"Come out, come out wherever you are." Angel mumbled under his voice. A flash of red and blue shot across his path. "Damn this guy's fast!" Angel thought out loud. Angel steadily paced in the direction he saw Spider-man go and saw the red and blue crusader crouching on a gargoyle on the left side of the rooftop. He was tending to his gash, wrapping it in a web bandage and stopping his arm from bleeding. Angel considered if this man was innocent but looked at the red spider on his back, which reminded Angel of Spider demons. 'He's going down!' Angel thought.

Spider-man looked up, sensing danger was near, he turned around but had no time to dodge from Angel's punch. The hit knocked him out cold, leaving Angel to rub his hand in pain.

"Man that smarts!" He exclaimed painfully. He looked down at the unconscious superhero, "Better call that JJ guy and take this guy to NYPD." He grabbed the masked man and carried him down to the street. Once on the ground he placed Spider-man over his shoulders and began to walk. He hadn't gone five yards until he heard someone calling to him.

"Angelus! Angelus!" It was an English accent, and very familiar. Angel turned around to see Rupert Giles sprinting across the street, holding a crossbow. "Angelus!" He cried once in a close radius of the vampire. He lifted the crossbow. "Put Spider-man down." He ordered.

"Giles…" Angel tried to calm the Englishman, "Put down the crossbow." Angel lowered a flat hand slowly to indicate that Giles should lower his weapon.

"No Angelus!" Giles protested, tightening his grip on the crossbow. "Put Spider-man down!" Angel slowly lowered to the floor and placed Spider-man on the pavement. Angel shot back up and took Giles by surprise. He snatched the crossbow from out of the watcher's hands, threw it away and pulled him closer.

"Why are you calling me Angelus?" He growled through gritted teeth. Angel felt a surge of pain in his stomach as he felt Giles stab him with an exceptionally sharp knife. He took the knife from Giles' grip and raised it. He held the knife firmly above his head, pointing it down towards Giles. Spider-man came to and rubbed his face with his gloved hands. He looked up at the sight above him.

"Giles!" He yelled, leaping forward and grapping Angel's knife wielding hand. Angel struggled with fighting Spider-man and holding Giles simultaneously. He dropped the knife and threw away Giles, sending him in to a lamppost. Angel returned his attentions to the web-swinger. The hit to the lamppost caused Giles' crossbow to fire two arrows straight in to Angel's back and knee. Angel punched and punched the vigilante's face until Spider-man had fallen over backwards. Angel leaned forward to grab Spider-man by the neck but instead was propelled down the street by Spider-man's feet. Peter jumped back up on to his feet. He spun on his foot to find his adversary. He twitched his head around desperately trying to the vampire. He found Angel standing the other side of a road but disappeared after a truck past between them. His spider-sense told him that Angel had gone, he quickly turned back to help Giles.

"Did you kill him?" Giles murmured in agony. He was tightly grasping his right shoulder and letting out small moans of pain. Peter shook his head. "We need to find Buffy." Giles instructed. Peter noticed the knife Angel had dropped on the floor and retrieved it. He held it between them and looked from the knife down at Giles.

"So this Angelus guy is a vampire?" He asked slowly.

"Yes." Giles replied. "One of the worst." He sighed and was hesitant in speaking. He pulled himself up and leaned back against the lamppost. "We need to find Willow as well." He stared at the vigilante who looked back curiously.

"Why?" He asked.

"Because she is a witch and can perform the spell needed to give Angelus his soul back."

"What do you mean give him his soul back?" Peter continued to ask.

"With a soul Angelus becomes Angel, a champion for humanity, without his soul he is nothing more than a murderer." His voice had a very grim tone.

"So, no stake through the heart?" Peter asked hopefully, already disliking Angel.

"No. We need to find Willow and get her to perform her soul restoration spell." Giles instructed as he struggled to get up by his hands. "There's a vampire behind you." He told Peter, surprisingly calmly. Peter turned and saw another vampire, with shining canine fangs and demonic features. The beast grinned at the hero and ran at him, thirsty for blood. Peter rose to his feet and propelled the knife he was holding straight through the vampire's chest.

Peter felt unlike anything he had ever felt before. He could feel the dust slowly fall on his hand through the glove that covered it. He wanted to know why he was feeling that the creature he had just murdered probably deserved to die. He saw Angel, atop of a lorry down the avenue, jumping from the vehicle's surface to the roof of a small building. After a few minutes of soul-searching he decided the answer to everything he had ever doubted since he met Buffy and killed his first vampire. He finally understood everything Buffy had been trying to tell him, vampires were real.

"Okay." He said standing straight, allowing the vampire's unholy dust to fall off him. "I'm a believer."

"What's Peter really like?" Tracey's curious, innocent voice asked Peter's closest friends. "I mean I've only known him from the hospital." She explained to Mary Jane who was sitting sideways facing the slayer on Peter's couch. Leaning against the back of the couch was the blonde slayer's sister, Dawn. Spike was pacing impatiently through the kitchen, (and when no one was watching, through the kitchen unit). Harry, Kennedy and Willow chatted by the window frame. Harry swivelled the cocktail glass in his hands sophisticatedly.

"Well he's…" Mary Jane drifted off, trying to think about Peter. She had to think hard, because she was seeing him less and less lately. "He's… Peter. You know?"

"Kind of." Tracey smiled in a friendly way.

MJ felt embarrassed when she heard Harry say the shameful words, 'So you two are lesbians, huh?' in the background. The three girls at the couch giggled as they could hear Harry laugh nervously by the window.

"I tried asking him to go out with me." MJ informed. "A few times actually." She seemed to drift off again, looking very thoughtful in to space.

"Really?" Tracey whispered, moving closer to hear the redhead. "What did he say?" She beamed at MJ, expecting an interesting story of love and adventure.

"He turned me down." She answered. "He said he would always be there for me…" She drifted again, Dawn and Tracey began to think that this was a funny habit Mary Jane had.

"But..?" Dawn said, motioning her hand in forward circles signalling that MJ should continue.

"But he said the most we could ever be is friends." On her face she smiled, but in her soul she was crying. The memory of Peter walking away from her in the cemetery was too emotionally painful for her, but she forced the smile to remain strong on her face. "Hey Spike!" She called, looking in to the kitchen. Spike looked up blankly at her. "You haven't touched the drink Harry gave you." Spike looked away and sighed.

"Would if I could." He said staring sadly at the large glass of brandy on the kitchen counter.

* * *

In a dark and dreary apartment opposite the Daily Bugle, stood the dark figure of the man present at the finding of the body in Central Park that morning. He watched the news building through his dusty window. His apartment had become littered with broken appliances and pealed over wallpaper. The walls of the room were damp but strong against the floor above. The shadowy figure sneered through the window and turned his attentions to a distracting disturbance behind him.

On the wall opposite the window, the man that had stood in the shadows in Central Park that morning was chained and suspended off the ground. He was twitching violently and drooling over the floor below him. He growled irately and focused on the figure in front of him. He shrieked and jolted ferociously against his iron bonds.

The shadowy figure pulled up a seat. He sat down and reached for a table. He lifted a heavy looking dictionary.

"Photo-stimulus" He read aloud, "A growth or change in a life form due to a specific light source." He closed the book and placed the dictionary on the floor and smirked menacingly at the chained up man. "Like moonlight." The shackled person responded to this comment with a huge explosion of spasms. The sitting individual sighed in a bored manner and stood again. "Werewolves." He sighed. The figure faced the window once more and watched the round moon which shone through the clouds. Slowly, the billows of cloud moved out of the way of the moon's beam of reflected sunlight. "It's funny how this light, which is just sunlight that's been reflected by the moon, is nothing to most nocturnal demons like vampires. But this light is an echo of those demons' worst poison." He turned to see the locked up man lug the chains from the wall. "Ahh you're ready." The man told him. The chain wielding werewolf slung the chains around the room, causing more damage to the already worn down apartment. The shackled man's body began to grow rapidly, his muscles became the size of truck tyres. His newly enlarged muscles broke free from his clothing. His body hair lengthened and grew darker, giving the man a greyish shade to his body. The hair completely covered the man's body and face. His eyes glowed shortly and dimmed again but did not have the look of human eyes, but rather the eyes of a wolf. His nose protruded from his face and its shape changed to the snout of a canine. The ears of the man moved up his head until they reached the top of it. The ears grew long and floppy.

The werewolf screamed in agony at the end of its transformation. It stared forward and growled at the standing man. It broke in to a run, its arms hurling through the mass of air in its path. At the last second, the man held up his hand and the werewolf stopped in its tracks.

"Now." He said calmly, the werewolf looking peacefully at the hand in front of him. "I need for you to do a little job for me." He said, showing the wolf a photograph of Peter Parker. "Find him, eliminate him." He put a real emphasis on the word, 'eliminate,' as if it was the grandest word ever created in the English language. The werewolf knelt there patiently, staring at the photo. "Well…" He said, the wolf looked back, confused. "Go!" The werewolf shot up and jumped out through the window. The man looked out of the wolf-shaped hole in the wall to see the werewolf swing on a lamppost and run in to a gloomy alleyway. "Stupid mutt." He groaned, examining the damage caused on the wall.

* * *

The steam from the greasy manhole in the shady New York alley rose and spread through the surrounding atmosphere like a mushroom cloud. Several dumpsters were scattered carelessly through the alley, making it impossible for anyone to walk through the passage. As the steam rose through the maze of dumpsters several rats climbed through the piles of garbage. The squeaks of the rodents echoed as two young figures walked through the alleyway's opening.

"Eew." The blonde female amongst the two complained as she first saw the vermin. "I'd much rather have a vampire now than a rat."

"Now do you mean to slay or to sleep with? Given your history." An eye patched Xander enquired. "Aye Buff?" The slayer stared at him through a frustrated face.

"You know I'm the slayer, so why did you say that?" She said, clutching the wooden stake in her anxious grasp.

Xander suddenly became very aware of the wooden weapon.

"Umm…" He stuttered, "I… Uhh… Say isn't that Angel." He said, pointing to the top of the left wall of the two surrounding buildings. There Buffy could see a figure, standing tall and looking over his shoulders cautiously. The figure's head turned back and looked down in to the alley.

"Buffy!" He called. The soulful vampire jumped down in to the gap. He limped over to the slayer and her companion.

"What happened?" Buffy asked quickly, observing Angel's difficulty walking. "You look like you've just been kicked by the world kicking champion." Angel felt his own leg, trying to sort out the pain. He looked up at the two demon hunters.

"I ran in to some trouble with a certain web-slinger." He explained, kneading the sore part of his knee. "And then Giles showed up, with a crossbow I might add," He moaned as he pulled out the arrow that remained in his knee, and started trying to grab the arrow that stuck out from his left shoulder blade. "As you can see I got hit." He started going around in circles on the spot, his arm reaching further over his shoulder. "Could one of you give me a hand?"

"Here." Xander said, moving forward and pulling the arrow out from Angel's back.

"Thanks." Angel said.

"Did you hurt Spider-man?" Buffy panicked, worrying for Peter's safety.

"No." Angel answered, "Well I did knock him out once but he woke up and started fighting again."

"Good." Buffy relaxed, looking pleased at what she had just heard. Angel stared at her as if she had just jumped out from a mental institute.

"Did I miss something?" Angel asked, with the expression of the most confused vampire in history. "I, one of your longest friends in vampire slaying, just got an ass kicking from Spider-man, a public vigilante, and you're happy?"

"A public vigilante and new close friend of mine." Buffy lectured her ex.

"Well why was he so keen to fight me?" Angel enquired the slayer.

"Willow told us that an old friend of yours and Spike's, Vaglur or something like that."

"Vlagre?" Angel suggested.

"Yeah, that's him." Buffy continued, "Willow told us that Vlagreno, or however you pronounce it, said you were Angelus again." She stopped for a second and stared questionably at Angel. "You are still Angel, aren't you?" Angel was rubbing his back at the part where he had been stabbed, he looked forward and nodded. "And Spike then told us that you had been hired by the Daily Bugle to bump off Spider-man." He again nodded as a response.

"Well that's where it got complicated." Xander burst in. "You see we know old Spidey personally and we came to stop either him from killing you or vice-versa."

"I wasn't going to kill him." Angel protested, looking from one to the other. The former Sunnydale residents looked pleased at this and smiled. "I'd only get the Bugle's reward money if he was alive." Angel continued, causing the smiles to disappear from Buffy and Xander's faces.

"Oh well that makes it all so much better!" Buffy exclaimed sarcastically.

"Come on we got to get back to Peter's." Xander pulled at Buffy's arm. The three of them marched out from the dark alley way and in to the fractionally light street. The street was lit by several street lamps and the headlights of the occasional car. The three of them were silent. Angel seemed confused about everything that was going on, but Buffy and Xander seemed calm.

They managed to walk a few blocks and in to another alleyway before Angel became aware of a change in his surroundings.

"I smell blood." He said, still walking behind Buffy and Xander, as if stalking them. "His blood." He announced suddenly, turning quickly to see a pair of red, web covered boots close in on his face. SMACK! The kick sent Angel flying over Buffy and Xander's heads. Once they realised what had happened they ran to his aid, but before they could reach him a web, shot from above, pulled Angel back up behind them. Buffy witnessed the action as Angel was pulled towards the superhero, who was standing on the wall on her left, and the vampire got a punch square in the face. The punch sent Angel somersaulting backwards through the air and crash on one of the randomly spread, metal dumpsters. Spider-man released his hold on the wall and plunged in to the alley's dense environment. He landed on the dumpster that Angel lay on and stood over the vamp. He held up the knife that he had kept since their last encounter and swivelled it in his fingers.

"I know it's corny but, 'We meet again.'" The vampire gained consciousness once more and stared in shock at the weapon above him. He spun the knife again. His spider-sense blared through his brain, something was heading his way. The vigilante turned to his right and witnessed the slayer leap towards him, with her arm extending for the knife. "What are you..?" CRASH! The blonde hit the masked man and brought him down off the dumpster and on to the ground. The two lay there on the far from hygienic floor in a numb sort of pain. Angel was sitting up on the dumpster, rubbing his head. Xander was still ducking, because Buffy had to jump over him. The slayer had knocked both herself and Spider-man unconscious and lay on top of him on the ground, lying still. Her limbs were hanging over the sides of his body and her long, blonde hair was draped across his webbed face. Beneath the fabric of his mask, Peter Parker was waking up and could see through the eyes of his mask, nothing apart from yellow tresses. He started to twitch and tried to lift the girl off him because of his pain, but at the same time make sure she was not hurt. "I feel numb." He told himself. He tried to remember why she had attacked him and realised quickly that he was still holding the knife she had tried to take off him. He tried to pull the knife back gently but felt that it was tucked in to something soft. "What the Hell?" He said, tugging at the blade once more. 'Oh my God!' He thought exceedingly seriously, 'I've killed her! I stabbed her!' He felt the warm blood from the wound, steadily flow over his knife holding hand. The girl began to wake on top of him and moan sorely. She shook her head to get her hair out of the way of her face and looked down at Peter's mask.

"Hey." She said cheerily. "Sorry about that whole jumping on you thing." Peter held her close by her arms, worryingly.

"Don't worry." He panicked, "I'll get you to a hospital." His hands were shaking and his right hand was covered in blood, from the stab wound he had just felt. Buffy noticed the blood and made a quick mental check of her body. She felt okay and wondered what Peter was on about.

"Why?" She asked anxiously.

"Because of the knife in your…" He began to talk but broke off in mid-sentence. "Wait a minute." He started to lift the girl off of his body and the two of them looked down him at the knife that was protruding from his right calf muscle. "Oh… This is not my week."

* * *

SMASH! Spike's brandy glass shattered over the hard kitchen floor of the Osborn/Parker apartment. The glass fragments flew through the spirit, but luckily no one noticed. He had tried concentrating on the glass in an effort to lift it, but failed.

"Oh bollocks." He whispered to the empty kitchen.

"Hey Spike!" Harry called from the living room, "Need a hand?" Spike looked up at him nervously.

"No thanks mate." He uttered, "I'm alright." His attention was then brought back to the tiny pieces of glass on the floor. He bent down and closed his eyes. "Okay… concentrate." He reached forward and attempted to lift the glass and put it away. "Ouch." He said, cutting his finger on the glass. "Great, I save the world and now I can't even pick up a tiny piece of glass." He stood and looked down, sneering at the glass. "I'll leave it to the superhero to do." He looked back up towards the living room and walked casually through.

"How'd you like your brandy?" Mary Jane noticed Spike's calm strolling.

"Yeah, it was great." Spike said awkwardly. "Anyone seen the others?"

"We were just going to ask you that." A rough yet feminine voice came from the doorway. The scoobies turned around curiously to see Faith carrying a limping Giles in through the entrance. Mary Jane and Harry just turned around curiously.

"Giles? Faith?" Willow noted as her vampire slaying companions entered the apartment and Faith helped the Englishman in to a comfortable armchair. "Is everything okay? What happened to you Giles?" Giles straightened his glasses, then removed them, cleaned them and squinted at the witch.

"Well I sustained injury when…" He began tiredly.

"I found him like this in Hell's Kitchen shouting about our profession." Faith told the scoobies, hiding the fact that they were demon hunters from the vigilante's comrades.

"What about the others?" Spike seemed suddenly concerned, "What about Buffy?" He stepped closer to the Boston slayer and English watcher. They all knew why he was concerned.

"Well Angel was…" Giles began.

"I don't care about bloody Angel!" Spike exclaimed. Giles was starting to get really annoyed of people constantly interrupting him. "How is Buffy?" He was shouting, making everyone suddenly brace their chairs or take a step back out of slight fear.

"I'm fine." Buffy's tough voice came from the still open front door. She was struggling with Peter Parker being held up between her and a bruised Angel. They had managed to change Peter in to his normal clothes and Angel had found Peter's backpack and hid the hero's costume within the bag. Xander followed the three champions in to the apartment.

"Peter!" MJ jumped from the couch and ran to his side. Angel and Buffy lowered the vigilante on to another armchair. Everyone noticed that the right leg of Peter's trousers was drenched in blood. He twitched as Buffy lifted the fabric of his trousers to reveal his wound. "What happened?" Mary Jane panicked.

"Bike messenger." Peter panted, helping Buffy to apply bandages to his cut. "Knocked me down." Harry stepped away from the witch and slayer from the window towards the injured photographer. He swivelled his drink again, this time his attitude was much more smug.

"It's always a bike messenger isn't it Pete?" Buffy glared at him, thinking Peter didn't deserve this treatment, especially not from his best friend. She was about to say something in protest but was cut off by Peter.

"Harry, do me a favour will you? Take MJ home." No one moved or spoke, they all just stood stock still. The only noise that could be heard were the young people and Giles' breathing, the vampire and the ghost couldn't breathe. Peter pulled the bandage on his leg tighter and stared sternly at his close mate. "Like, now!" Harry's eyes widened, he had never seen Peter come anything close to angry before and now Peter was almost threatening him.

"Pete… I…" Harry stuttered, practically shaking with nerves.

"I don't have time for this Harry!" Peter began to shout. He pulled harder on his bandage, causing him to hiss with pain. Harry moved closer and tried to pat Peter's shoulder.

"Peter I just thought you'd need…"

"Harry!" Peter glared straight at Harry's face, dropping his shoulder out of Harry's reach. Harry instantly withdrew his palm. He quickly grabbed his coat from the back of the chair Peter was sitting on. He marched past the guests in his apartment. He shoved the door of his apartment open and stomped out.

"MJ!" He yelled back in to the room, "Let's go!" He was obviously angry. Mary Jane, who was still kneeling at Peter's side, was stroking his arm.

"I'll see you tomorrow." She said sympathetically, looking up at Peter's agony filled face. He looked back blankly. She stopped stroking and just breathed heavily against his face and gripped his arm. She leaned forward and kissed his cheek. She stood and walked after Harry. Peter forgot about the pain in his leg and turned his head to watch Mary Jane leave and seal the door behind her.

"What a creep." Buffy mumbled as she pulled Peter's trouser leg back down. Peter turned on her quickly and angrily.

"Hey! MJ is a kind, sweet, talented person!" Everyone took another step back in fear. Peter exhaled infuriately. He was very defensive of Mary Jane.

"I was talking about Harry." Buffy whimpered, staring in to Peter's extremely close, enraged face.

"Oh." Peter said, looking back to the door. "Sorry." He apologised. He watched the door thoughtfully about Buffy's comment about Harry. "Yeah, he is a bit agitating," he admitted and looked back at the interested scoobies, "but he's been like that ever since his father died." Peter sighed. "That's all he talks about, all the time is about killing Spider-man." Peter saw a bottle of Coke on a far table. He shot a web at the container, yanked it towards him and swigged the contents. He panted for air after finishing the bottle's liquid substances. "Does anyone see the problem with that?" He asked the room sarcastically. He threw the empty bottle over his shoulder and everyone watched as it landed straight in the trash can in the kitchen. "Now do we have anything to talk about? Or did I just yell at my nearest and dearest for no reason?"

"I just wanted to make sure you got here safely." Buffy answered, still feeling angry from when Peter yelled at her a few seconds earlier. Peter could hear this in the tone of her voice.

"I'm sorry." He groaned, he wasn't used to apologising.

"That's okay." She smiled at him.

"Peter?" Angel started talking for the first time since he had been in the apartment. "Sorry about before. It's just that Jameson…"

"Don't sweat it." Peter laughed, "Jameson has got an entire city believing what he says, he's good at twisting the truth." Peter was instantly reminded of all the articles written against him in the Daily Bugle. He remembered how J. Jonah Jameson had placed a reward on him and called the police for his arrest.

"Do you want us to take care of him for you?" Spike asked eagerly, hoping for the chance to see some violence.

"No." Peter ordered. "He's the source of my income, my employer, my boss." He told them all what he had told Buffy before.

"But I thought he hated Spider-man." Xander questioned the now comfortable Peter.

"He doesn't know." Peter answered. "And as long as I enjoy having the gift of hearing, I will never tell."

"But then why do you work for someone who hates your alter-ego?" Giles said in his usually confused tone.

"He needs pictures of Spider-man for his paper, I need money." Peter made it as simple as possible. "Now if that's all…" Peter began as he pulled himself up from the armchair. Angel stood in front of him.

"Wait." He said, pushing Peter back down. "I need to ask you…" He began, pulling out the printed sheet he acquired from the police station. "Does this date mean anything to you?" He past the sheet over to Peter's fingers. Peter read the sheet and stared intently at the date that was printed on the paper. Peter stared silently at the sheet. "I know it's a year ago, but does that mean anything?" Angel questioned. Peter stood slowly, as if he had to stand but didn't want to. He moved gradually across the room, still staring at the piece of paper that he held in his quivering digits. He dropped the paper and jogged in through the kitchen.

"Peter?" Tracey asked, sticking her head around the corner to see what he was doing. "What's up?" The rest of the scoobies followed her in to the student's kitchen, each one equally intrigued as the next. They found Peter searching through a calendar on his kitchen wall. He pointed at the date as if it was a demon.

Peter stood back a couple of paces from the calendar and walked to his front door. He pulled his coat of the hanger that was next to the door.

"I've got to go." He told them, something about his voice told the scoobies that all was not right. Buffy tried to ran to grab his arm but he was out the door before anyone could do anything.

"Why did you give him that?" Buffy turned at Angel, pointing to the floor at the piece of paper Peter had dropped. Xander retrieved the document and read it carefully.

"There's a new demon heading for New York. He came through the LA Wolfram and Hart and made a deal with one of my employees. All we know is that this new demon wants revenge on someone, but we don't know who." Angel informed the scoobies. "And…"

"And we got some sources and checked some police files, apparently your new boyfriend is in on this demon somehow." Spike interrupted his fellow vampire with a soul. Angel's jaw had dropped from Spike's interruption.

"That's impossible." Buffy exclaimed. "Peter didn't believe in vampires until tonight, how could he have anything to do with some demon?"

"I don't know," Angel returned his attentions to the present situation and walked steadily through the small crowd and in to the kitchen, "but we have to… Ouch!" Angel slipped and fell on the huge puddle of brandy that still soaked the floor.

"Bloody brilliant!" Spike laughed ecstatically at his fallen sire.


	5. Remembering

Chapter 5: Remembering.

New York is such a busy city. So much so that no one ever notices the dreary cemetery on the outside of the tall city buildings. Like central park it is a lonely place that still has natural features, like grass and trees, sticking out from the sides of Queens. Away from Manhattan Island, where Peter Parker usually roams, separated by the Hudson river, yet joined by the Queensboro bridge.

The graves of bygone New Yorkers filled this area of land, for even though most of them died in the city, this was the place that they had all been brought to rest in. A mist rose a few feet above the ground, obscuring anyone's vision if they were to walk through it. The trees were dark and eerie and loomed over the graves as if pointing at the tombs, reminding any living people that were walking past that the dead were still there. It was a full moon and Peter Parker enjoyed the sight of the glowing sphere on the dusk background of the sky. He strolled through the mist with a mobile phone held next to his ear.

"I know, I know…" He told the responder. "Yeah, you told me earlier, but… I've been busy." He excused. "I'm doing it now… Yeah even as we speak… Okay, bye Aunt May." He ended the call and continued his journey. He past a large grave, on a small hill, with the words,

'**NORMAN OSBORN III**

**Unjustly slain by the vigilante,**

**Spider-man.**

**A credit to the business world,**

**A conqueror of New York's financial empire,**

**Founder of Oscorp,**

**Son of Norman Osborn II**

**Father of Harry Osborn I.'**

, engraved on the large, stone surface. Peter was once again reminded of Norman Osborn's death.

'Peter… Don't tell Harry.' A dying voice whispered in his head. 'Don't tell Harry. Don't tell Harry!' The voice grew louder and Peter could still hear Norman coughing up blood and that same blood splatter over the wooden floor he died on. Peter stared at the monument.

"Don't worry Norman." He said deeply. "I won't." Peter continued to stare at the grave for a few more minutes and then continued along the graveyard's path. He stopped at a small grave a few feet away from the road that cut through the middle of the graveyard. He looked around at how the environment was different from Norman Osborn's funeral. Instead of a clear afternoon with trees that were full of vegetation and leaves there were bare trees with rough looking bark and clouds of fog that swept through the grounds of the cemetery. He knelt down and retrieved nine roses from a pocket inside his coat. "Hey Uncle Ben." He greeted the stone tablet in front of him. He looked up at the words carved in to the rock.

'BEN PARKER

BELOVED HUSBAND AND UNCLE.'

"Sorry I'm late." He apologised to his deceased relative. "But I've just had an entirely more complicated life thrown at me." He started placing three of the nine roses that he held, down on the ground, in front of the gravestone. "But then again you'd probably know that, lying up there on the big mattress in the sky." Peter looked out and blew through his closed lips. "I wonder where I'll be a year from now." He said. He looked back down and wore a confused face. "What a weird thing to say." He smirked. He turned to his left and saw a bigger gravestone about a foot away from his uncle's. "Hey mom, hey dad." He said, crawling over to the sepulchre. Carved on the grave were Peter's parents' names.

'Mary Parker

darling WIFE AND MOTHER.

RICHARD PARKER

treasured HUSBAND, BROTHER AND FATHER.

**TAKEN BEFORE THEIR TIME.**

**Their WORK CREATED A BETTER WORLD FOR THE SON WHO NEVER KNEW THEM.**'

He continued placing the remaining six roses on the floor before the grave. "How's life in heaven? How're you doing up there?" A gust of wind blew through the cemetery and carried an issue of the Daily Bugle as well as some rubbish. The broadsheet hit the photographer in the face. He pealed the paper from his features and read the cover. It read, 'SURVEY SAYS People Are 'Proud' of wall-crawling menace.' Peter smiled at the paper, and at the photograph of himself in costume on the front page. "Thanks guys." He folded the paper up and placed it under his arm. "I love you." He told his departed family. "And thanks for giving me all that you have given. Whether it's life," He smirked at his parents' grave, "or a home and education." He continued looking over at his uncle's grave. "Thanks." He turned around and marched off in to the shadows of the burial ground.

Without going three yards, Peter walked along a piece of earth that felt soft and made his feet sink slightly.

"Yuch." He said, quickly running off the weak ground. He turned back to see a hand thrust from the floor and pull its way out from underneath. Following the arm came the body of a grown, adult man with a vampire's face. He groaned as he pulled himself up and dusted off the earth that covered his clothes.

"Oh man!" He moaned. "I can't believe they buried me in this." He commented on the white tuxedo he was wearing. "Hey." He said calmly, looking up at Peter's bored looking face.

"I didn't know you actually came out of the ground." Peter murmured to the vampire. The demon stared back at him, feeling really confused.

"How do you know…"

"Long story." Peter interrupted, turning around and twisting a pointed branch off a tree behind him. "I'd much rather kill you right now." He said.

"You and what army?" The vampire plunged itself forward and tried to grab Peter's neck. Peter dodged and pulled the stake back.

"I'm not in a talkative mood." He droned. "So I'm going to do this." He said punching the vampire in the cheek as the vampire's face turned to see him. The vampire flew backwards in to the tree. He jumped forward again and went to punch the photographer. Peter blocked with his right, stake holding arm and punched again with his left. The vampire shook off the pain and leapt at the man once more. Peter dived under the vampire's flying body. He turned around. His face took on a metamorphic change. When he turned to see the vampire, his face was angry, with focused eyes and gritted teeth, but what he saw made his face appear horrified. The vampire had fallen over the cemetery grounds and had crashed in to the Parker tombstone. His parents' tombstone. The vampire's collapse had smashed the gravestone all over the muddy ground.

Tears crept from Peter's eyes as he looked away briefly. He turned back angrily and leapt at the vampire.

"You bastard!" Peter shouted. Grabbing the vampire and holding him above, by the shoulder and stared furiously at the vampire's whimpering face. The demon fidgeted in the photographer's grip and screamed as Peter plunged the wooden pole in to its chest. The vampire exploded with dust and left Peter panting on the half-liquid surface.

In the back of his head, Peter felt his spider-sense tell him that he was not alone. He looked up in to the trees in front of him and saw several pairs of eyes staring back at him. The noise of his breath lowered as he saw the bodies of the eyes lurk out from the shadows. He grasped the stake, firmly.

"Okay." He growled. "Who's first?" He saw one of the vampires approach him gradually. "It doesn't matter which." He continued. "I'm going to kill you all anyway." He whispered threateningly. He leapt forward, punching the vampire's fanged face.

* * *

"So this demon is in someway connected to Peter." An extremely tired Buffy asked her former boyfriend. Angel nodded to her as they walked down the warm, dark streets of Chelsea. "How did you find that out?" She asked. She watched the homeless people in the streets, some were lying down, sleeping, and some were begging passers by for money.

"I don't know why its linked with him or how." Angel began to explain. "I couldn't access the confidential files about that date in the police system. It just said that Peter was there, so really the only person who knows what actually happened that night is Peter."

"And from the way he wrote the words, 'Don't forget!' On his calendar and how he found strength to walk off after a leg wound…" Xander commented, "… I'm guessing what happened that night was something big." Behind the three of them walked the scoobies.

"Has anyone wondered how Peter got those powers?" Kennedy pushed her way to the front of the group and looked back at the others.

"I bet he and his pet tarantula fell in a volcano when he was small." Xander's comic book loving childhood personality dreamed. He looked up, smiling and eyes closed. When he looked back down at the rest of the scoobies they all looked at him as if he'd fallen from Mars.

"Peter told me that he was bitten by a genetically engineered spider." Giles corrected him. "He told me when we first went to his apartment." He and the other scoobies began to walk again. They were heading for Flat Iron.

"Oh now that's a lot cooler!" Xander shouted excitedly.

Angel stopped on the end of pavement, staring up at a triangular building.

"Angel?" Buffy asked. "What is it?"

"Well, well, well." Angel said, reading the name of the building. "The Daily Bugle. Better go tell Jameson what's happened. I can smell his shaving cream from here, he must have a terrible barber. Either he's working really late or coming in really early." He said, running across the street and slowing down to enter the building. The scoobies waited outside.

Buffy took a few minutes, walking through the street and looking up at the gigantic buildings. The size of these structures dwarfed her and made her realise how minute she was in the world. Then she suddenly began to think of someone she hadn't thought of for a while, her mother, Joyce Summers. Buffy's cheeks became cold as the moisture of her tears hit the air. She sniffed away her memories and went back to her friends.

"You come here often?" Kennedy joked to the other adventurers. After a few minutes, Angel returned laughing to himself.

"Angel? What's so funny?" Willow asked the vampire. Angel tried to tell her through his laughter.

"I've fought demons, vampires and monsters from the deepest pits of Hell…" He began, still laughing, "… but I've never seen a face as angry as J. Jonah Jameson's." They all laughed with him. They all began to walk again. Buffy began to wonder something as they headed for the centre of Manhattan.

"Angel?" She asked, he looked back at her, interested. "We're all staying in a hotel in Midtown. Where are you and Spike staying?" Angel looked South towards the Financial district.

"There's a Wolfram and Hart office and hotel down South." He nodded towards the South. "We've been staying there for the last three days. They've given us all kinds of luxuries, like room service and limos."

"Wait!" An enraged teenage voice yelled out from the back of the group. The scoobies all turned around to see a frustrated looking Dawn rubbing her ankles and glaring at Angel and Buffy. "You mean I've been walking around the vampire, demon and criminal filled streets of New York when you," she pointed at Angel, "could just call for a limousine anytime you wanted?"

"Yeah." Angel said, shocked at the amount of decibels being produced by this tiny, teenage girl.

"Then why didn't you get one to pick us up?" Dawn shrieked at her sister's ex.

"I'm used to patrolling on foot." He excused. "Look, Dawn if you want a limo to come and pick us up then just watch." He pulled out a cell phone from his jacket and dialled a five digit number. Within seconds a limousine with the letters, 'W&H,' painted in sparkling blue on the white door. "Now how cool is that?"

Dawn, Kennedy, Tracey and Xander clambered in to the limo and waited for their friends to follow. Buffy was about to enter the car when she noticed something about Angel's face. He seemed distracted by something. He was staring but Buffy could tell that it wasn't his sight he was using.

"What is it?" She asked. Angel continued to stare.

"Don't you hear it?" Angel asked, he could hear a viscous creature running through the city somewhere. He could hear its drool smack against the floor and its fur ruffle in the wind. He could hear its angry snarls. He could even smell the stench of the creature's slobber drenched fur. "That's a werewolf." He said, starting to run in the distraction of the evil-driven creature.

* * *

Peter staggered through the gateway of the cemetery, clutching his left elbow.

"That's a bruise." He said, rubbing his arm. He bent forward and lifted his denim trouser leg. He pulled back the bandage and could see that his leg wound was already, rapidly healing. "God bless spider-stamina and healing." He walked off with a slight limp, (His pace was also improving). Before leaving the area he turned back and looked up at the large, black gates of the graveyard. He was thinking about how he spends too much time in graveyards and is surrounded by too much death. He then strolled off, with an easier stride. "Who would have thought there'd be so many dead guys in a cemetery?"


	6. The First Sign of Vengeance

**Sorry about the wait, I had problems loading the document. Also, sorry about the way characters refer to New York or how they behave in certain ways, I've never been to NY and am just going by any reference I can find.**

Chapter 6: The First Sign of Vengeance.

Roosevelt Island is a relatively small portion of the state. It's an island that attaches Manhattan Island to the main land via the Queensboro Bridge. The bridge is famous as it is the last place that the public witnessed the flying maniac known as the Green Goblin. It was on the Queensboro Bridge that Spider-man saved the love of his life and several children that were trapped in a tram, the night Peter saw the Goblin die.

Roosevelt Island though, is a place where few people inhabit and many people work. Old Oscorp factories litter the isle, but the industrial units were no longer in use as the company was now under the management of Harry Osborn, Peter's roommate and the Goblin's son. These thoughts flowed through Peter's mind as he walked along the Queensboro Bridge, looking to his left at the low number of multi-storey buildings. He could not find a cab after leaving the Queens cemetery and had no other choice than to walk back to the active Manhattan Island. He considered web-slinging but somehow he didn't feel like it.

He stopped after a while and looked up towards the stars. There was a clearer view of the sky from that area of New York, rather than the misty air at Queens. The moon seemed large and the reflected light off of it illuminated the Bridge and the Island it was connected to.

"I wonder if Buffy could tell me if there are any real goblins." He continued to look up. He thought he could see the shadow of the Goblin fly past the face of the moon, he blinked in disbelief. "No that's a bit too far. It's probably just the vampires. Yeah no other mythical beings. Just vampires. And ghosts like Spike, slayers and witches like Willow. But mainly just vampires." Peter began to walk again and stopped quickly. His spider-sense blared in his head. He turned around cautiously to see what the danger was. He saw nothing. SPLAT! Peter turned back and looked, almost instantly at the floor. There was a puddle of drool plastered across the pavement. Peter turned his head skywards.

The werewolf clung to the metal pillars of the bridge, above Peter. Its teeth were large and sharp. Its huge limbs and muscles tensed as the creature became excited having hunted its prey successfully. Its claws dug in to the steel pillar in tension. It growled through its clenched teeth in intimidation.

"Okay, not just vampires." Peter jumped back from the werewolf as his spider-sense told him of its attack before the creature made it. Peter jumped again and shot a web at the bridge and swung away towards his home island of Manhattan. He leapt off his web-line and in to the high streets of Manhattan. He was about to shoot another, when… SLASH! "Aggh!" Peter screamed in pain. He shot the web and began to swing again. He felt as if he was being weighed down. He checked his foot and could see the werewolf digging its claws in to his wounded leg. "Hey!" Peter yelled at the creature as he noticed the wound beginning to bleed again. "Get off!" The wolf barked at him, causing its slobber to fly around his hurt limb. The wolf tightened its grip on Peter's leg, Peter squirmed with agony. He kept swinging, but he was nowhere near as graceful as usual due to the giant canine on his leg. Peter tried to kick the creature off but had no success. He glanced at the animal-man once more. He saw the creature curve back and open its jaws hungrily. Peter realised that the wolf was going to bite him and maybe make him a werewolf too.

Peter spun around on his web-line. He kicked the werewolf's gaping left cheek with his left foot.

"No biting!"

The wolf fell, tearing off a small piece of Peter's flesh as it did.

"Ow!" Peter looked down and saw the blood flowing faster. He let go of his web, landed on a water tower on a tall rooftop and began to bandage his cut with webs. The thud from his landing set his nerves on fire in throbbing pain. "Okay Fido." He spoke aggressively through his gritted teeth as he pulled the old bandage tighter on his injury. "You want to go walkies?" He pulled his outer clothes off to reveal his superhero outfit underneath, which he grabbed from his apartment earlier.

He leapt from the building, still in pain from his cut.

"So, a werewolf huh?" Peter thought about all the werewolf movies he had seen as a kid, and thought that he might be able to kill this creature the same way that they were killed in the movies. "So all I need is a rifle, some silver bullets and a really good aim!" He said doubtfully, considering his skill with a gun. "Who am I kidding? I can't fight in this state. I'm going to have to get help. I've got to find Buffy or Angel or someone! Or hope that something gets in the way of the full moon." He landed in to a crouching position on a ventilation shaft on a rooftop. He looked up at the large bright moon and the area of sky surrounding it. Not a cloud in sight. "Dang."

A creepy wind blew past the crouching superhero and behind him, in the distance, he could hear a loud, deep howl. "Oh that's encouraging." He quipped sarcastically. Another howl came, which echoed in his ears, followed by a heap of human screams and gunshots.

"Gunshots?" Peter thought out loud. "Where would there be guns?" Sirens blared as Police cars raced through the streets below. "Ask a stupid question." Peter shot a web at the building opposite. He was about to jump when something made him stop. "Wait a minute Peter." He told himself. "He's just luring you so he can kill you." More screams echoed across the island. "Oh crap!" Peter yelled, racing after the cruisers.

His injury was already feeling lighter as his spider-stamina and fast healing white blood cells reached it. The pain was gradually diminishing. Peter pushed himself to move faster as more screams, roars and gunshots echoed through the streets.

And then there was silence.

"Oh God no."

Spider-man flung himself up to the rooftop level of Midtown's high street and then plummeted back down to the roads.

He shot several more webs and swung on them all. He shot another web and swung down, deep in to the street. He skidded under a large truck going sideways across his path on a crossroad. Sliding under the vehicle on his wounded leg caused him to hiss in agony. Once after his slid under the truck, he jumped up and swung on a lamppost and back up in to the building littered sky.

"You have no idea how much this hurts!" Peter growled in pain. He shot a web-line to a large skyscraper's flagpole. He swung across to a patch of green grass and trees where two crushed police cars had been stacked.

His spider-sense had completely disappeared, telling him that no danger was near. He walked through the tall and spaced trees. He walked around one tree and gasped at the sight on the floor in front of him.

"Oh my God." He whispered beneath his mask. Several bodies of police and civilians had been slaughtered, torn and piled beneath a tall oak tree. Their flesh had been ripped and carelessly tossed aside.

Peter quickly checked the massacred bodies for any survivors. All were dead. Spider-man sighed and looked down at his feet. "Shit." As he kneeled in front of the mass of bodies he noticed that the pile must have been twice or even three times his kneeling height. "So these things don't kid around when they say they're going to kill you." Peter tried to make himself laugh, but the scene in front of him erased all the humour from his personality.

Peter stood up, removed his mask and looked intently at the corpses.

"He did this to lure me." This revelation dawned on the unmasked hero. "I should have been here. I knew what he was doing and that made me hesitant." He stopped and leaned against the oak tree, pressing his forehead hard against the bark. "With great power…" He reminded himself. "Ah crap!" He yelled out, punching the tree with his right fist, causing half the tree's leaves to fall.

"Spi… spider-man." A slow, dying voice came across the grass on the wind. Peter jumped in shock and began looking for the source of the voice. He looked around the corner of a nearby tree and found the torso of a mid-thirties, white policeman.

The man's body had literally been torn apart and he was using all of his strength just to talk. Peter fell to his knees beside the man and held his head up. The man fell silent and limp before gasping for breath again and making Spider-man jump in alarm. Peter jostled the man, trying to keep him awake and alive.

"It's going to be okay." Peter tried to encourage the man. "I'll get you to a hospital."

"Don… don't bother." The man said. A small trickle of blood ran from the policeman's mouth and down his chin. "I'm done for." Peter looked down the body and could see this man's legs in the branches of a tree. "So… that's what you really look like?" The man spoke in a tired yet triumphant way, as though he had won a great prize.

"Huh?" Peter realised he was not wearing a mask as he felt his face with his right hand.

"You know, you… you saved me once." The policeman's tongue went bright crimson as it absorbed the large amounts of blood from the his mouth.

"I did?" Peter asked, checking for the strength of the pulse on the man's wrist. To his regret it was becoming fainter by the second.

"Yeah." The man became excited, Peter thought this was a bad thing but considered the man only had a few minutes to live, let them be happy ones. "At that… that… that Cletus Kassidy murder trial. When Kassidy… stole one of our… stole one of our guns, he took me as a hostage. You turned up five seconds later… and mopped the floor with him!"

Peter laughed, remembering how he did kick the crap out of New York's most insane serial killer.

"I'm sorry." Peter apologised to the dying man.

"For what?" The man asked.

"I'm sorry that I didn't get here in time to save you or those people back there."

"Don't apologise for the past." COUGH! COUGH! Blood splattered over the man's chest. "It's already happened… and no one can change it. You… you just have to keep… keep fighting." There was a pause. "The thing that did this, whatever it was, killed those people without mercy. It… it would have been the same outcome if you were here."

"What's your name?" Peter asked the man.

"Captain James Morriston." He announced proudly. He lifted his hand and Peter shook it. "And you?"

"Spid… Ur… Peter Parker."

"You know Pete…" COUGH! "I thought I might… I thought I might die in this uniform…" He pulled himself up, Peter helped him up as he was sinking in to the earth. The earth was softening as it became mixed with the dying man's blood. "I've given twelve years of my life to this service… and I haven't saved nearly as many people as you have in one year!"

Peter felt embarrassed.

"Are you jealous?"

"No." Capt. Morriston answered. "I'm…" COUGH! "I'm proud of you… I'm proud that you've used your power the way that you have… responsibly." He continued to cough for a few extra minutes, Peter could literally see the life being drained from this man. Police or not he was still human and still mortal. "I saved a family just a short while ago. When that wolf creature started killing… I saw it heading for a couple with a small kid. I did what my instincts told me and got between the civilians and the…" COUGH! "and the threat." He stopped to catch his breath. In this state, talking made him feel exhausted. "It tore me apart but at least that child and his folks were safe." He wore a satisfied grin and chuckled lightly. "You know…" COUGH! "My family would tell me I was nuts to do that!" He continued to laugh. A small silence was shared between the two men.

"You weren't." Peter told him. "You were brave and heroic, and now I'm proud of you." He smiled down at the body. The captain hiccupped a bit with a few more drops of blood falling from his mouth. He beamed up at the unmasked Spider-man.

"Gee." COUGH! "Thanks" He whispered softly with his last few breaths. "That means a lot coming from you."

James' body slowly became limp and Peter was once again holding the body of a dead man. Peter could feel the coldness of the man's death seeping through the gloves on his hands.

Peter lowered the upper body down on the floor, the head fell to the right. Peter lifted himself up on to his feet and began to walk. He walked towards the large pile up of bodies. The wind blew through his hair and pulled at the mask in his hand, causing it to flap around.

"I've never seen anything like this, nor have I fought anything like that before." Peter covered his head with his mask and continued to stare at the carcasses. Peter pondered the words he had just said. He was wrong, he had seen something like this before.

The Green Goblin. He had been the one who had killed groups of people quickly and brutally. But Peter was right in saying that he had never fought anything like this before. This was a werewolf. Peter had little experience with the supernatural. But he could tell that this creature had the ability to kill and didn't pass up any chance to slaughter that it got.

The voice of the late Capt. James Morriston echoed through Peter's mind.

'Don't apologise for the past." COUGH! COUGH! "It's already happened… and no one can change it. You… you just have to keep… keep fighting."

Peter felt that he was going to disappoint the late police officer by saying…

"I'm sorry."

Peter turned his back on the mountain of bodies and shot a web towards one of the treetops. He swung up and back in to the skyscraper area. Going at a slower speed and swinging carelessly, Spider-man was distracted by his feelings and thoughts of the events just gone.

'If only Uncle Ben and I could have talked like that Capt. Morriston before he…' Peter stopped in mid-thought. All other emotions were drained away from him and all that was left was anger. He wasn't sure whether the anger was directed at himself or at the werewolf. "Yeah and why did I have to be such an ass and let that thieving bastard kill him!"

Spider-man swung a full circle around and on top of a water tower. He leapt off and grabbed hold of a flagpole. He swung on the pole and let go. His body fell forward along the building's exterior walls. His arm stretched out in front of him and shot a web at an angel sculpture that protruded majestically from the corner of a gigantic clock tower that over shadowed the city's elevated train tracks. The angel was concrete and faced forward. It held a sword and wore a long flowing robe. Spider-man gripped the sides of the clock tower and climbed up and crouched on the top of the angel's back.

'This would be a good location for a fight with a super-villain.' Peter pondered over the area quickly.

He twitched as the sharp sensation of his spider-sense hit him.

"Here we go again."

* * *

Angel jumped and soared over the rooftops of New York. He glided down and over the train tracks. He reached the other side of the tracks and crouched. He looked over the side of the rails, searching for the werewolf. Recently in the chase he had discovered that Peter Parker's blood was also near. Angel knew that if there was an evil creature that Spider-man would try to stop it, but he also knew how inexperienced Peter was with mystical cases like werewolves. Angel looked down through the tracks at the following scoobies.

"Come on! He's somewhere in this area!" He informed loudly.

Buffy, Faith ran at equal speed with Giles, Spike and Willow following, just visibly, behind. The demon hunters ran past the odd drug bloated bum and dodgy looking loiterers that usually filled the streets at night.

Suddenly, Buffy halted and threw her arm out sideways, forcing Faith to stop. She could hear bells.

'It's probably just some church having a late night service.' She thought dismissively. 'At 3:45 in the morning?'

"What is it B?" The younger slayer asked.

"Do you hear that?" Buffy questioned, looking very focused.

The two of them looked around and then, remembering their slayer training, closed their eyes and listened. Somewhere above them they heard a THWIP! that sounded like Spider-man's web, which was followed by the sound of glass shattering. After the broken glass noise, Peter's voice echoed from above.

"Shhhhiiiiiiiit!" THUD! The sound of Peter's body hitting concrete was heard. Buffy gasped at the thought of Peter being hurt. A roar came from a further area than where Peter was. Almost like lightning speed the sounds of the werewolf joined the sounds of Peter's agonising moans. Another thud boomed from above, as if someone had been hit by something tremendously strong. The slayers could hear the wind rush past Spider-man's body as he fell.

The rest of their group caught up behind them and immediately supported themselves against nearby walls in order to catch their breaths.

"Did you find the werewolf?" Giles asked, sounding more exhausted than ever.

Buffy ran off, trying to find a way to get up to help Peter.

"Yeah and we found someone else too." Faith explained quickly before running off to join the fight.

"Angel! Above you!" Buffy yelled up at the vampire.

Angel senses jumped to attention as he felt Peter fall in his direction. Angel tried to catch the hero but it was too late. SLAM! Spider-man plummeted down on top of Angel, causing the two of them to fall out over the tracks.

"Peter." Angel shook him. "Peter!" Peter was motionless, but Angel could sense that his heart was still beating and his blood was still flowing. Unfortunately it was flowing out of his body through his, again, open leg wound. Peter's costume was torn around his right leg. His mask was in pieces. 'He's been knocked out.' Angel thought. "Great! what could make this worse?"

A noise that made Angel think of screeching metal flooded his ears. He looked to his left, not believing the amazing misfortune that he had just been given, and saw a massive train about a hundred yards away and closing.

"Had to ask."

* * *

"Here we go again." Peter mumbled after being startled by his spider-sense. He moved around, looking in all directions for the wolf as he held his grasp on the stone angel's back firmly.

He turned to face the giant glass clock face. He squinted as the glass reflected the moon's bright glow. He covered his masked eyes with the lower part of his arm.

A crash echoed around the clock tower. Spider-man ran around the tower and saw a wolf-shaped shadow enter through a balcony doorway. The door had been ripped off and crushed.

"Yeah you'd better run!" Peter yelled at the werewolf, still enraged from before. The bent door that lay coldly shook as Spider-man sprinted powerfully past it.

Spider-man bounded through the clock tower. His stomping footsteps reverberated through the building. He ran up a set of stairs and reached the top floor. The glass clock face was usually a shade of stained yellow by day, but as it was lit by the moon it seemed much more pale. The floor was wooden and creaked eerily under Spider-man's boot covered feet. Around the inner rim of the room hung six great bells that shook from the force of Peter's running, each bell seemed to be big enough to hold four men inside. In the centre of the room hung an even larger bell that swayed slightly as if it had been hit by a speeding creature. Spider-man turned away from this large bell and looked up, searching the ceiling.

"Where are you?" He shouted. "Come out now!" A grey, hairy blur ran at Spider-man, from behind a timber cupboard, and knocked him across the room and in to the gigantic bell. All the bells were connected together by rope, so as Spider-man hit the largest bell in the middle and made it ring out, all the others started to chime loudly. "The bells! THE BELLS!" Spider-man moaned, mimicking Quasimodo from the, 'Hunchback of Notre Dam.' "Esmeralda!"

He stood up and shook his head, shaking off the new headache he was getting. The werewolf stood before him growling and roaring at him.

"What? Just because I made a joke doesn't mean I'm not still pissed off!" Spider-man shouted aggressively at the wolf. He pressed his fingers against his palm and shot a web at a elongated metal pole that lay across the floor. THWIP! The THWIP! noise was louder than usual because of the room's space. He pulled the pole back and once it was in his grasp, he used it to pummel the werewolf. Hitting it this way and that way until the wolf started to howl in pain. "This is for Capt. James Morriston, of the NYPD, who you murdered!" Peter yelled accusingly. The shadows of the two figures mimicked their movements as Spider-man continued to hit. "You're going to pay for all those people you killed you son-of-a-bitch!"

In the back of Peter's subconscious mind, a voice said, 'Son-of-a-bitch? Werewolf? Huh, I made a funny!' The thought distracted Spider-man for a moment and he swung but missed the werewolf. The wolf creature grabbed the pole and wrenched it out from the hero's hands. The wolf tossed it aside, the end of the pole caught a slight tear in Spider-man's trouser leg and opened it wider.

The werewolf grabbed Spider-man by the throat and held him up and over its head. Peter could see through the glass clock face and saw a man crouching on the train tracks below.

'Is he crazy?' Peter thought, 'Is he trying to get himself kil…' "Whoa!" The wolf-man threw him straight through the clock face. The glass smashed as he hit it head first. He did his best at shielding his eyes, but some glass managed to tear his mask to shreds and leave small cuts on his face. Peter fell back and down towards the stone angel again.

"Shhhhiiiiiiiit!" He yelled. THUD! He missed the angel and hit a concrete ledge that ran along the outside of the building. He moaned as he tried to get back up, but couldn't seem to move his right leg. He heard a roar behind him, but it seemed far away, then another, this time it was much closer.

Peter shot his head around and saw the werewolf, standing on the ledge behind him, on its hind legs and sneering down at him. The werewolf's teeth glimmered in the moonlight. It drew back its wrist and smacked the vigilante across his back. This sent Spider-man hurtling off the ledge and heading for the tracks. The wind whistled in his ears as he fell. He was heading towards the crouching man who quickly turned around and saw the falling hero come right at him. Peter got a glimpse of his face.

"Angel?" He breathed. It was no way near loud enough for anyone to hear him say it.

SLAM! He collided with Angel, and the two of them fell on the tracks.

Peter couldn't find the strength to get up he just lay there on the verge of falling unconscious and thought he could hear Angel murmur something. But Peter was too out of it to listen and instead went out cold.

* * *

Angel looked from the train to Peter and back. He sighed.

"Sorry Pete." He apologised quietly, "Somebody catch!" Angel yelled at his friends below. He pulled back his feet and kicked off Peter. This action sent Peter off the one side of the tracks and Angel grabbed hold of the railing on the side of the tracks and stood up right as the train raced past his face. After the train had gone past, he looked from side to side and gracefully dropped down in to the streets below.

Buffy and Faith who were half way up the stairs, on their way to the tracks, saw the red and blue blur that was Peter Parker fly over the heads and saw that he was heading for the pavement. They began to race back down to the streets in an effort to catch him, when a thunderous crash came from behind them. They turned to see but was to slow to react. The werewolf was on the stairs, running at them and smacked them sideways, off the stairs and through the window of a sports shop, closed for the night. Faith fell on her stomach and Buffy saw an amusing sight.

"Did you get the number of that werewolf that hit me?" Faith joked sarcastically as she rubbed a fresh bruise on her forehead. "B? Buffy?" Buffy ignored her, she was signalling her attentions at a glistening sniper rifle in the hunting section of the shop and a box that sat next to it. Buffy walked up to the box and read the label on the side that read,

'**Genuine Silver Bullets**.

**Made in Romania**.'

"Whoa Buff." Faith held out her palms, gesturing that Buffy should calm down. "Maybe it's an okay guy. We shouldn't just kill it without finding out what's going on first. I mean I've killed like that befor…"

"He ripped your pants." Buffy interrupted as she loaded the rifle.

"What?" Faith exclaimed. She looked down her body. She was wearing her favourite, black leather pants and couldn't see any rip. "Where?" She shrugged. Buffy coughed twice, indicating that it was somewhere embarrassing. "Huh?" Faith stared at the older slayer and felt her legs from the ankles. To do this she bent forward. A breeze blew past her back and her eyes widened in shock as it became cold around her butt. She stood up straight and felt her ass, there was a huge hole going across the back of her pants. The hole revealed the large pair of briefs that Faith was wearing. Buffy had seen these when they first crashed through the window and got another view as a mirror behind Faith reflected the image of Faith's underwear. Buffy laughed as Faith's eyes watered and she bit her lip.

"Nice undies." The blonde chuckled as the young brunette's face went red.

"My clothes got lost in the L.A. airport alright?" She protested. Her angry tone turned to an upset moan as she said, "I've had to share underwear with Xander."

That was it for Buffy, she fell to the floor, clutching her stomach, dropping the rifle, howling with laughter and crying from hysterics.

"Shouldn't you be helping them with the werewolf?" Faith asked, with a slight tone of pleading. Buffy shook her head through the laughter.

She suddenly stopped and stared at the smashed window. More wolf howls and crashes made the way to her ears.

"Spoke too soon. Come on." She said quickly, grabbing the rifle and jumping to her feet. Faith had her back to the mirror, looking over her shoulder at the tear.

"Actually B, I… I think I'll stay and wait for Angel to call another limo."

Buffy made a noise that sounded like a cross between a sigh and a snigger.

* * *

After sending the slayers flying, the werewolf raced to the descending Spider-man. It intended to slaughter the student vigilante before he reached the ground.

Along the sidewalk to the creature's left, the wolf's strong sense of smell was picking up a witch, worse a witch conjuring a spell. A spell that would save Spider-man, something the werewolf couldn't allow. The wolf's gigantic paw swung at a nearby trashcan, sending it hurtling towards Willow.

Willow was concentrated so much on Peter's life that she didn't notice the rushing bin heading her way. Her spell slowed down Peter's fall, but didn't stop it. She was about to set him down slowly when Giles jumped and pushed her out of the way.

"Willow! down!" Giles yelled as he pulled her down to the ground. The waste bin smacked against Giles' right foot. "Oww!" He howled.

Spike looked above at the falling hero.

"Oh bugger." He murmured, and ran after Spider-man. He lifted his hands in an effort to catch Spider-man's unconscious self as he sprinted. He was right under Peter when he realised his mistake. "Oh yeah, I'm a ghost." Spike dropped his arms as Peter's body fell through him.

Peter lay over the sidewalk, with his head in the gutter, in his battered Spider-man costume and bleeding through several injuries. He could feel the strong breath of the werewolf over him as the creature growled, but was too exhausted to stand and do something about it. The wolf lifted Peter by the back of his costume and barked at him. Peter's limbs hung from his body and were entirely under the pull of gravity.

A young woman, with brown hair and a green tank top walked around the corner of a building, muttering on a cell phone. She walked in the direction of the situation, looked up and dropped her phone. Her scream echoed through the town as she saw the massive wolf that stood on two legs. She was off, running and screaming as fast as she humanly could.

The man-wolf sniffed as it smelled the stench of a vampire drawing near. With a giant swing of its massive wrist it knocked Angel, who had tried to save Peter, to the roof of a small convenience shop. The werewolf watched as Angel hurtled and smacked down on the concrete rooftop. The wolf took a few seconds, basking in the triumph of such a powerful blow. It opened its jaws, about to try to bite Peter again.

The werewolf's canines were less than a millimetre away.

BANG!

The wolf's eyes widened as the gunshot sounded from behind it. The pellet pierced the side of the werewolf's abdomen and caused the creature's blood to pour. The wolf had been shot once before that night but this shot actually hurt it. It was a silver bullet.

It could feel its fur become wet with its blood and clenched the vigilante's costume.

It moved slowly and turned to see what shot it.

Standing on the sidewalk, outside of the broken windowed sports store, stood the blonde slayer known as Buffy with her left hand supporting a sniper rifle, her right hand operating the trigger and her right eye peering through the scope. She had the gun aimed at the giant homo-canine. Her finger curled over the trigger as she steadied her aim.

"Bad puppy." She whispered as she pulled back the trigger. There was another BANG! And the bullet soared through the air. It swivelled and punctured the werewolf's chest and cut through to its heart.

The wolf screeched and howled as it felt the silver's fatal agony course through to its body via its arteries and back through its veins. In its anguish the werewolf through Spider-man back over its shoulder.

Peter landed face down on a passing taxi cab. The driver kicked down on his brakes and jumped out from the vehicle.

"Mother fu…" He gasped in an Indian accent, but didn't finish his curse out loud. The man was obviously Indian, he wore robes and a turbine. He stood by the superhero's head and noticed the damage on his costume. The taxi driver remembered about the reward for Spider-man that the Daily Bugle had placed on him and thought that maybe he could get in on it. After looking around to see if anyone was watching he placed his grubby digits on the end of the mask and started to pull.

"Are you sure you want to do that?" A hand pulled the driver aside and its owner used his other hand to lift Spider-man and hoist him over his shoulder. It was Angel, back from the store roof. He glared at the Asian driver. "I'm giving you five seconds to get back in your cab and to get out of my sight."

The driver was frightened and nodded panicky. He leapt in to his taxi and bolted down the street and around the corner.

"Probably should have said to stay under the speed limit." Angel reconsidered his order.

He walked back to the scene, with the unconscious Spider-man draped over his shoulder. The rest of the gang approached the dying werewolf gingerly as it howled its last howl.

Quickly, the fur faded, the muscles shrank and the face became human. What was left was a naked man, whose heart was open and losing life fast. Blood continued to pour from the man's gaping torso. Buffy approached the man and bent down to ask him something.

"Who are you?"

"He… He wants him." The man pointed up at Peter's fast asleep body.

"Who?" Buffy was suddenly very interested.

"He wants… rev… revenge. Revenge on… Spider-man… Pe… Peter Parker." The guy was starting to lose his grip on the physical life.

Buffy grabbed the man by the arm and shook him to keep from dying just a second longer.

"Who?" She shouted.

The man's eyes looked blankly at the space above him. He hiccupped and coughed quietly for a few short seconds, then his body went limp and he laid down on the floor, dead.

* * *

A few hours later, several ambulances and Wolfram and Hart vans were on the scene. An annoying paramedic kept meddling with an oxygen mask and kept trying to apply it to Buffy face. She batted the mask paramedic's pesky arms away and jumped down from the ambulance table that she was sitting on. She walked through the rivers of yapping and rushing paramedics. She could see Spike just simply walking through everything and everyone that was standing in his way, making everyone that he did walk through shiver coldly.

Buffy started calling Angel's name and jumped to see over the tops of people's heads.

"Angel! Angel!" She turned around the corner of the back of an ambulance. "Angel?" She saw Giles and Willow sitting in the back doorway of the ambulance. Willow was wrapping a blanket around Giles' back and holding him comfortingly. Giles was holding an oxygen mask tightly around his face, as if addicted to oxygen.

"Thanks for saving me." She thanked for the thirty billionth time.

"Willow it was only a bin, I scarcely think it would have killed you." Giles said, seeming very annoyed at the witch.

"But it was a metal one." She said as an excuse. Giles sighed.

"You're looking for Angel are you?" He asked Buffy, she nodded. "He's over there." He pointed towards a limousine parked along pavement. Buffy could see Angel next to the car, dialling a number in to a cell phone.

"Thanks." Buffy walked of leaving the two of them by the ambulance.

"And it was big, well not very big but…"

"Oh Willow shut up!" Giles inhaled deeply from the oxygen mask.

As Buffy approached Angel, she could hear his conversation with someone on the other end.

"Hey Wes. Have you had any luck finding that soul yet?"

Wesley's voice spoke back to him from L.A.

"Angel, no we haven't. Who ever bought it sold it to a demon in China, who sold it to a cult in Russia, who sold… Well you get the idea."

"Well keep trying and phone this cell phone if you find anything. See ya later." Angel stopped the call. Buffy walked forward, Angel had his back to her but could smell her.

"How is Wes these days, or does he still go by, 'Giles junior,' or, 'Head boy,'?" Buffy joked.

"You'd be surprised if you saw him, compared to what he was like the last time you saw him." Angel defended his English friend.

"And what about the rest of the, 'Fang Gang,'? How's Cordelia? From what Faith and Willow told me, you two have got the hots for each other." Buffy bit her lip, not knowing if she should be happy that her ex was now lusting after her old rival, (Or was she a friend, they never seemed to sort that out), or if she should be jealous.

Angel looked down and became instantly depressed.

"Angel? What is it?" Buffy asked.

"Cordy's… She's in a coma."

Buffy breathed in, shocked. She and Cordelia had never really got on very well, but deep down neither of them wanted the other to be seriously hurt.

"Why didn't you tell us?" Buffy asked.

"Giles stopped keeping contact with us after we took over Wolfram and Hart." Angel explained. There was a silence between. It was an awkward moment, barely six feet behind them there was such large amounts of energy and busy paramedics rushing around the place, and yet these two people stood there, as motionless and as quiet as statues.

"How did it happen?" Buffy asked her fifth question in four minutes.

Angel took a deep breath.

"Long story short; Wolfram and Hart resurrect Darla. I get her pregnant. She gives birth to a superhuman and stakes herself. I name the baby Connor and look after him. Wesley betrays me and takes Connor away from me. Wesley's throat is slit and Connor is sent to a Hell dimension, he comes back a few days later as an eighteen year old and is trained to kill me. Cordy becomes a higher power, we bring her back. She sleeps with Connor, gets pregnant with an evil power. She gives birth and goes in to coma. We kill evil and Wolfram and Hart give us their company, Connor is given new life without me as his father." Angel panted for breath, but remembered he didn't breathe. Buffy was taken aback.

"That's a lot of information to take in seven seconds." She stated. She placed her hand on his upper arm sympathetically. He looked down. "I'm sorry."

"It's alright. Connor's got a better life and Cordy's getting the best medical attention in L.A." Angel continued to look down, Buffy retracted her hand. "Listen if you and the guys want to stay at the Wolfram and Hart hotel I can pull strings and get you rooms for free."

"Well we could use a place for free." Buffy pondered the offer. She made her decision. "The doctors say that Peter may need to go to hospital. I'll stay with him and you take the guys to your hotel."

"Are you sure?"

"Yeah I need to call his friends and tell them where he is."

"Okay." Angel nodded. The two of them shared a more peaceful silence. "I'd better go. Sunrise is coming in a few minutes and…" RING RING! Angel's cell phone started to chime. "Hold on." He pulled out the phone and answered the call. "Angel… A meeting? With who?... Wilson Fisk?... No! Of course we're not going to pay his bail… Well then he's not our client anymore!"

Buffy walked away slowly from Angel's tantrum over the cell phone as he climbed in to his limo. As she walked she noticed her fellow slayer, Faith, lying face down on an ambulance table, covered by a sheet.

"Faith? You're weren't hurt that bad."

"I know." Faith whispered back and looked up at the blonde. "I'm just trying to get out of here without anyone noticing my…"

One of the paramedics lifted and looked under the sheet for Faith's injury and was very surprised with what he found.

"Hey guys! Come and have a look at this!" A large crowd of medics gathered around Faith's table. Some whistling and some catcalling. Faith buried her face in a pillow on the table, moaning from embarrassment.

"Kill me now." Faith groaned.

"Sorry we don't do humans." Buffy laughed before strolling off, hearing Faith's suffering moans in the background. Buffy walked past another ambulance with only one paramedic working by it. She saw, on the table, the werewolf in his dead, human body. The medic noticed Buffy over his shoulder.

"This guy got it in the heart." He attempted to sound professional, in order to impress the blonde beauty behind him.

"I know." Buffy said, unmoved. "I shot him." She said simply, still contemplating the words the corpse had told her before it died. The medic seemed surprised and a bit frightened.

"Wha… What?"

"He was a werewolf, I'm a slayer, do the math."

Buffy left as the paramedic inspected the body, more cautiously now that he knew it was a werewolf. Buffy found the ambulance that Peter was being carried in to. She stared at his face. Angel had found his backpack when they were looking for him and the werewolf, and to keep Peter's secret a secret from New York's medical finest, she had changed him out of his Spider-man outfit and back in to his civilian clothes. When the doctors had asked why his clothes hadn't been ripped, Angel had told them not to ask questions or they'd be fired.

Buffy continued to stare at Peter's resting face, lying heavily against the table's pillow. She felt something in her stomach that felt sickly yet calm. Before the overweight paramedic could close the doors Buffy spoke.

"Can I go with him?" She asked.

"Do you know him?" The fat medic asked back.

"_No_." Buffy shouted sarcastically. "Actually I'm just trying to get a lift to my hotel." She glared and frowned at the paramedic, who looked back at her, too tired to argue.

"Alright get in."

Buffy clambered in to the back of the ambulance and stood aside as the medic closed the door. The medical vehicle started to move. Peter's head bobbed from side to side on his small pillow. He groaned. Buffy leaned over him and looked intently at his face. She didn't know how she felt, but she knew it was peaceful and affectionate for Peter.

Peter continued to groan.

"Mmm… MJ."

Buffy's face became drained of emotion. She turned around, sat on a seat on the wall of the ambulance and stared forward, depressed.

'Sure.' She thought, 'All I did was save your life.'

* * *

Harry Osborn sat in his father's armchair, which he had moved to his and Peter's apartment after Norman Osborn's dreary funeral. He held in his hand a glass of scotch and downed it like water. His liver felt abused. His emotions and pride had been ripped apart by his supposed friend, Peter Parker. He had been yelled at and humiliated in front of strangers in his own home. He had tried to help the obviously injured Peter, but was brushed off. He had done as Peter had asked and had taken Mary Jane home safely, but returned to nothing but lonely humiliation.

The downstairs of their apartment was pretty classy and beyond Peter Parker's price range. It was dimly lit and two candles were lit on the dining table, because that was the atmosphere Harry liked to drink in. The French windows were open and the curtains blew in the raising wind.

The alcohol was taking effect and Harry's emotions were all over the place. He felt jealous of Peter. It was Peter Parker who had earned more of his father, the scientist billionaire, Norman Osborn's respect in a two minute conversation than Harry had in his entire life. It was Peter Parker who came first in everything; awards, independence, etc. At least in high school Peter had needed Harry to help and support him through the bullies and hard times. But that changed the day Peter kicked Flash, the biggest jock/bully Midtown High had ever known, Thompson's arse. Peter had more luck in romance as well. Whereas Harry had used his wealth to sweep Mary Jane off her feet, Peter had told her how he felt about her and continually supported her. Peter was always there to make Mary Jane feel good about herself. Peter, Harry's best friend, had stolen Mary Jane's heart. He and Spider-man.

'Spider-man.' Harry thought his name with disgust and imagined himself spitting it out.

Two rescues from that cursed red and blue arachnid and MJ was smitten.

"I hate Spider-man." Harry slurred drunkenly, refilling his glass with scotch. In his mind he was replaying the night he had found Spider-man with the corpse of his dead father, but that time seemed minute to him compared with Mary Jane's desertion and Peter Parker's betrayal and hatred. "And Peter Parker." He downed the drink and refilled. "And Mary Jane." He pulled himself up from his comfortable chair, from fears of falling asleep. He composed himself the best he could in his drunken state and stood proudly like his father. "I'll see to it that they all die and rot in Hell!" He raised the glass above his head as if making a promise to an unseen person. He gulped the rest of the scotch down his throat. "For you Dad." He slammed the bottle and glass down on his dining table.

Not even a second after finishing the sentence a loud cackle came through the window. The laugh startled Harry and made him fall backwards, his feet facing the open windows. Harry was frightened, not because of the surprise, but because the laugh sounded familiar.

"Wh… Who's there?" He gasped.

There was a few long seconds of silence followed by a low, twisted chuckle.

Harry leapt up off the floor and locked the windows shut. He pulled the curtains closed and leaned against the wall next to the windows. He sighed in relief and retrieved the scotch bottle.

"Damn scotch." He murmured.

RING, RING!

The phone rang.

Harry jumped again in surprise. Once he realised what had caused the noise he calmed down.

"Hello?" Harry answered the call in his best attempt at being sober, "Buffy Summers?... No, I remember, Peter's friend right?… Yeah. What's the matter?... Oh my God. Is he alright?... Yeah, I'll get everyone to come and see him. Bye." Harry put down the phone, feeling sickened by himself, how could he say all those terrible things about Peter when he was in hospital.

He picked up the phone again and pressed a button on speed dial.

"Bernard? It's me. Send my chauffeur to my apartment, I need a ride." After all the scotch he had drank, he was in no fit state to drive. "Thank you Bernard. Tell her I'll be waiting in the foyer." Harry finished the call and grabbed his things; his coat, his keys, his cell phone, etc. He locked his apartment shut and began to walk intoxicated by scotch. He entered the elevator and started dialling Mary Jane's number as he descended.

In his cold, empty apartment, the candles remained lit. They burned gradually and tranquilly through the rising of the sun.

A gust of wind blew through and burst the lock open on the windows, causing them to fly open. The lock was metal, suggesting that it wasn't only the wind that helped in opening it. The flames of the candles were extinguished by the wind, and a thin stream of smoke rose from the candles' wax.

The apartment room echoed with the noise of the same evil laugh that Harry had chalked up to alcohol. But if Harry was gone, how could the laughing noise still be heard?

"Soon Harry…" A ghostly voice flew in on the wind, in to the apartment. "Soon."

* * *

"Some superhero." Spike made Buffy jump as he walked through the walls of the waiting room at Midtown Hospital. She jumped and quickly looked around to make sure no one saw the ghost. "Let a werewolf beat him."

"Sit down!" She tried to pull at his arm, but went straight through.

The waiting room was small, with only one exit on the wall in front. There were two rows of chairs lined up against opposing walls. A bed was pressed up against a wall with a window. On the bed was a sleeping visitor that had been sound asleep when Buffy arrived. Buffy was seated on the row of seats, opposite the wall with the door. She was dressed in a pair of blue jeans and a peach sweater, with her hair let down over her shoulders.

It had only been hour since her finger had pulled back on the trigger of the rifle that had brought down the werewolf. She was so tired, however that she hadn't bothered to find out what time it was. She was falling asleep as Spike came in to the room. After all, it had been a hectic hour with her life-risking stunts in order to save Peter Parker from almost certain death and then a suicide ride through New York and being pushed around and asked questions at the hospital. One of the hardest things for Buffy to withstand was the look of Peter's face, in pain. That and the fact that she had gone twenty five hours without sleep.

"Okay, okay." He said in a poor attempt to calm her down. "You know I think I preferred the way you talked to me when I was, you know undead rather than dead-dead." She frowned at him.

"That's because you said I didn't love you!" She snapped, bursting from her seat. "Who are you to think that you can tell me what I feel?" She yelled loudly at him. The sleeping visitor fidgeted and stirred. Buffy held her breath but saw that the man was going back to sleep.

"Calm down love." Spike lowered his voice and gestured for Buffy to sit down. "Bloody Hell."

"Don't tell me to calm down!" Buffy spat at the spectre.

"How come you haven't talked to me like this before?" Spike tried to question her.

"Because we've always been in front of people." Buffy explained angrily.

"Oh."

"'No you don't. But thanks for saying it.'" Buffy sat back and quoted Spike in a mock British accent. She folded her arm and sulked. Spike sneered at her, he didn't like being insulted, especially not by old lovers.

"And your pissed because I said I couldn't come back with you, right?" Spike seemed a bit curious.

"That and other things." Buffy stared away from Spike, thinking about Peter's unconscious moans in the ambulance. "Anyway what did you mean by, 'Some superhero,'?"

"As I said, he couldn't even beat a soddin' werewolf. The mighty Spider-man taken down by an overgrown Jack-Russell." Spike ranted.

"Have you ever beaten a werewolf on your own without a weapon?" Buffy quizzed him.

"Well uhh…"

"Just as I thought." Buffy looked towards the window and noticed something. Spike was sitting in sunlight. But Spike used to be a vampire, vampires couldn't be in sunlight or else they would catch on fire. "So being a ghost means that you don't burst in to flames in daylight?" Spike shook his head as he leaned back in to the chair. "Why are you back?" Buffy became interested in what Spike was doing, haunting Angel.

"Something to do with that necklace you gave me," He looked up at her, she looked back, "the one Angel gave you." He faced forward again. "From what I know, Hell inc., a.k.a. Wolfram and Hart, gave it to him. It brought me back and because Angel was the one who was meant to wear it in the destruction of the Hell Mouth I now have to haunt the tosser."

"But if Angel is in that Wolfram and Hart hotel how come you can be here?" Buffy asked.

"Apparently I can move anywhere within the city that he's in." Spike explained.

"What happens if you try to leave?"

"I vanish and appear next to Angel again."

"So you can't come with us then?" Spike shook his head.

The man on the bed began to snore loudly and echoed over the two other waiting room occupants' words.

"Rude pillac." Spike muttered to himself and continued to walk forward.

* * *

A nurse entered the waiting room and brought the news that Peter was okay for visitors, even though he was still asleep. Buffy was first to see him. He had been bandaged all over. The bandage that Buffy had placed on his leg had been removed and a new, clean bandage. One of the bandages covered Peter's right eye, in order to cover a gash on his forehead. His body was wrapped in a hospital bed blanket and his head was lifted by a fluffed hospital pillow.

The room was quiet and tranquil. The only noise that could be heard in the room before Buffy entered, was the low rhythm of Peter's slumbering breathing. A slight breeze blew through a semi-open window and pulled the leaves faintly of a potted cluster of flowers on the windowsill. Beside the window was a bluish-grey arm chair. The floor had been sterilized and glimmered from its cleanliness. A framed portrait of the Hudson river, flowing between Manhattan and Roosevelt Island, was framed and hung from the wall, next to the door. A table, with a television, stood opposite Peter's bed. A bed-side table stood beside the bed, (Obviously, where did you think it would be?).

Buffy walked in to the room slowly and gently placed the door in to its closed position.

"Peter?" She whispered, not wanting to wake the student.

She lifted the chair by the window and placed it down on the left side of the bed so that she could get a view out through the window. It was a nice view. The hospital room was facing away from the tall buildings of the Manhattan skyline. It faced Roosevelt Island and Buffy found herself comparing the real image with the portrait on the wall behind her. The sun was still low in the sky, but was rising gradually. The sunlight passed through the gaps in the buildings of Roosevelt Island, giving a beautiful sort of pattern. Buffy's eyelids lowered and she dreamed, dreamed about the beauty of sunlight, how it destroyed her enemies and illuminated Peter's face as she lowered her head on the bed's mattress.

Peter pulled himself up the bed in his slumber. His arms hung over the blanket. They were bandaged but warm. Buffy pulled his right arm over her shoulder and fell in to a deep sleep with her head resting on his chest.

* * *

"Okay he's down here." Harry directed Mary Jane and Peter's Aunt May in to the hospital room that Peter was occupying. May was shaky and had been ever since she had heard of Peter's hospitalisation. She had always been worried about Peter. She was always the cautious one of Peter's life. In his life, growing up, his Uncle Ben was always the one that taught Peter to laugh and to respect, May however, had taught him to care and love, a perfect balance. A balance that had been disturbed when Ben's murder hit the Parker household. Sometimes Peter wondered what life would have been like had his parents survived that aeroplane crash and he hadn't gone to live with his aunt and uncle. From what his Uncle Ben had told him about his parents he was sure he would still have been a caring, funny person had he lived his parents instead.

"Okay, which room?" Mary Jane asked. She was rushing, she felt that if ever Peter was hurt she should be at his side. Since MJ had heard about Peter's beating she had done nothing but rush in his direction.

They found the door to Peter's room. Mary Jane ran through it like a battering-ram. She was so worried for Peter that her basic common sense left so that when she entered, she looked around trying to find him, when he was propped up on a bed by the wall on her left. She saw him resting and saw Buffy, the girl that had been looking for Peter and had treated his injuries the night before, sleeping under his one arm. She gasped.

"Peter?" She breathed.

"Who is that?" Aunt May pointed directly at Buffy. She was upset and her voice was louder than usual, loud enough to wake Buffy. The slayer jumped in surprise at the sudden presence of Peter's friends and aunt. She was a little startled at the sight of Aunt May, seeing as they hadn't met yet.

"Oh… I'm sorry, must have dosed off." She stood up and composed herself.

"Hello Buffy." Harry shook her hand. "How is he?"

"The nurse told me he's getting better every second." Buffy told them.

Mary Jane sat in the chair by Peter's bed and quietly stroked his hand. She hoped that he would wake up and smile at her with all his illnesses disappeared.

"Hello." May said quietly toward Buffy. Buffy and Harry looked in her direction, the clogs in Harry's head began to turn.

"Oh sorry, Buffy this is Peter's Aunt May, May this is Buffy Summers, a friend of Peter's from California." Harry introduced the two women. They shook hands and Aunt May walked off past Buffy. She stood beside the chair that MJ sat on. The elderly woman noticed how much sunlight was in Peter's face. Peter seemed uncomfortable because of it. She walked over and closed the curtains on the room's window. Peter's features relaxed on his face. Buffy saw the happy look on Peter's face, thinking of it as a great sight.

"Peter what do you do when no one's around?" Harry laughed as he walked over and placed a, 'get-well,' card wrapped in a blue envelope on his bedside table. Mary Jane placed two more cards on the pile. "Well, I'll be back to see you later okay pal?" Harry asked his silent best friend. He was making his way to the door when May asked.

"Aren't you staying Harry?" She looked him up and down, he was in one of his formal businessman suits and so it looked like he might have somewhere more important to be.

"No sorry Aunt May." He apologised, opening the door. "The owner of Stark. Enterprises is in New York for a meeting with the new board of directors at Oscorp. They're expecting me in an hour and I've still got a headache from last night." He informed them, rubbing his head. His headache was actually a hangover from the scotch he had been drinking.

"Very well dear," Aunt May shooed him out the door. "We'll tell him that you had to go and that you'll come see him later." Harry pulled his head back in to the room.

"Thanks Aunt May."

She closed the door and turned her back on it. She did nothing but stare at Peter. His face had become more calm and relaxed since his family and friends had arrived. This was because his spider-sense had told his unconscious brain that they were there. This filled him with love and care.

May walked over to the window again and gently pulled one of sides and peered out.

"Thank you lord." She whispered and returned her attentions to the two girls and sleeping boy. "I just thought I would thank him. It's been a year since my husband was taken from me. I don't want my nephew to go on the anniversary of Ben's death." May stood by Peter's side and clutched his left hand.

"I remember Mr. Parker from when we were neighbours." MJ had let out a small tear, from thinking about all the pain the Parker family had endured. "He was a good man."

"Please dear." May fussed, "Call him Uncle Ben, after all you and Harry refer to me as Aunt May." MJ smiled.

Buffy stood, slightly outside the ring of family and life long friends to Peter, and wondered what these two women were talking about.

"Who's Ben?" She asked.

May and MJ were lost in a sea of memories but quickly hit dry land once they heard the question.

"Oh, Peter's uncle. Ben Parker, such a kind but ridiculous old man. He could turn anything in to a joke." May boasted about her late husband, smiling broadly, thinking of how Ben could always make her smile. "He taught Peter everything he knows about morals and right and wrong."

"And he's…?" Buffy didn't need to finish the question.

"Dead." May said plainly, thinking that the pain would leave if she was blunt about it. "He was murdered a year ago last night." She breathed heavily for a few minutes. "Poor Peter." She sighed and looked at his sleeping face. "It really hit home for him when Ben died." MJ was stroking his hand again.

Buffy was wondering about something else as well.

"Why did Peter live with his aunt and uncle? Why didn't he live with his parents?" She asked. May choked and MJ looked understandingly in May's direction then towards Buffy.

"You haven't known Peter that long have you?"

"We only met the other day."

"Peter's parents were killed when he was a baby." May answered Buffy's question. Peter was beginning to stir, to no one's attention, and could hear his Aunt May's voice. "We were his next of kin. Ben was his father's brother. So Peter and I aren't really related by blood." She sighed again. "But we're all that's left of the Parkers and we stick together." Peter smiled.

"Do you mind if I ask how his parents…?" Buffy was wondering if it was something like a murder or maybe even a vampire attack.

"Plane crash." Peter lifted himself up off the mattress and rested on his elbows. "Morning." He said cheerily.

"Peter. Thank God you're alright." May hugged her nephew firmly, "Now go back to sleep and rest." She ordered him. He lifted himself up.

"I will once I've gotten in to my own bed." He smiled at the occupants of the room. He pulled the bandage off of his face, the cuts had almost vanished. He looked at his reflection in the glass frame of the Hudson portrait. He then pulled the bandage back on, looked at the digital bedside clock and the pile of cards on the table. His legs were bandaged with thick fabrics and tingled painfully as he walked. His stomach felt like someone had ripped it open and tried to glue it back together. He checked under his hospital pyjamas, that someone had placed him in while he was asleep, and found a fading gash mark across his abdomen.

He was feeling much better but thought that maybe he could get a few days off work and university for this and lay down on the bed again.

"Although maybe you're right." He said, pulling the blankets over his waist. He seemed stress-free but only Buffy and he knew that this present state he was in wasn't going to last very long.

"Dear." May patted his head lovingly. "Harry was here, he said he would be back to see you later. He had to leave because he had an important meeting." Peter nodded, feeling disappointed with his friend, yet he felt he deserved it after the way he yelled at Harry the night before. "He left you a card." May motioned towards the small pile of cards and letters. Several more had appeared, as if by magic. The new pile of cards had atop them a note that read, 'Delivery courtesy of the marvellously magical Willow.'

Buffy caught a glimpse of the note and grinned. Peter pushed them aside before his aunt or Mary Jane could see the magically manifested letters. He lifted the three letters from Harry, MJ and Aunt May and opened them. One after the other, he read them and felt happy that he had such good friends and such a wondrous aunt.

Harry's card had an illustration of two friends standing side by side and cheering. On the interior of the card Harry had written a small passage of writing about getting better, but it gave Peter the idea that his best friend was feeling guilty for some reason.

May's card was petit and blue. It was written by an obviously wobbly hand, so much so that Peter could only just read it. It gave him the impression that May was worried about him, maybe because of the date that the event had taken place on. Anyway, the card was written out of love, Peter knew this because it was littered with kisses.

MJ's card took Peter by surprise. It was an impressive card, she had forgotten to remove the price tag and so Peter could see that she had spent thirteen dollars on the card. Mary Jane's writing had been rushed but it was filled with love. She hadn't written much about his need to get better but had written a lot about how much his safety meant to her. Her words were sympathetic and worried. Peter smiled awkwardly at her. She frowned, thinking that maybe she scared him off, that he thought she was trying to get a date when he was at his most vulnerable.

Peter stood the cards up on his bedside table. He looked back towards his friends and aunt and smiled at them. His eyes then located Buffy at the foot of his bed.

"No card?" He smiled.

"No time." She quipped back.

The two heroes smiled at one another. Buffy brushed a few strands of blonde hair from her face.

"So…" She was thinking of a good joke. "How about that hospital food huh?" Peter laughed.

Peter's spider-sense suddenly alerted him of something. Something loud had just entered the hospital and was making its way towards Peter's room. Buffy looked to her left, towards the door. Peter knew that she was hearing the noise and that she was expecting to stop it. Both Peter and Buffy were staring at the door while Mary Jane and Aunt May were both still watching Peter.

The noise got closer and with a monstrous bang the door flew open, partly due to the volume.

"Parker!" A booming voice that Buffy didn't recognise echoed across the hospital and its rooms. Everyone jumped as the tall image of a man with quite a ridiculous haircut appeared in the doorway. Buffy let out a small snigger at the weird, perfectly squared shape his hair stood in.

Peter jumped up in shock, he had never seen his boss, J. Jonah Jameson, outside of his office before. He was as he usually was; two trouser braces, a tucked in shirt, loose jacket, tight trousers and his trademark cigar. Peter had a theory that during his fight with the Green Goblin in the Daily Bugle building, Jonah hadn't let the cigar fall from his mouth then. It was only a theory which he couldn't back up because at the time he had so distracted with fighting the villain to notice the angry editor.

Standing beside J.J was an annoyed nurse who was barking viciously at him.

"This is a hospital Mr. Jameson! There is no smoking allowed in this building!" She pointed directly at his cigar that was hanging over the side of his bottom lip. "And you are making far too much noise!" He looked at her boringly.

He put on a fake smile and pushed her out the door.

"Am I really?" He asked, shoving her out and slamming the door. "Why don't you bring it up at the next book meeting?"

"Mr. Jameson! Hi!" Peter jumped to his feet. The editor stomped towards him and leaned threateningly forward, causing Peter to lean back against his bed.

"What the Hell do you think you're doing, lying around in a hospital when there's a mass murder scene that's just found down South?" Peter was about to open his mouth when a hand flew past his face and waved his answer away. "Forget it! All I want to know is have you gotten any photos of that red and blue spandex wearing, newspaper selling freak?" He turned his face so that the left side of his head was millimetres from Peter's eyes. J.J's left eye twitched as he described Spider-man.

"Well… Uh… I…" Peter babbled.

"I want an answer not a list of a baby's vocabulary!" Jonah prompted. MJ and May were in shock, they had heard of the legendary J. Jonah Jameson and his acidic tongue but never had they believed that there was a man with such rudeness and amazing impatience.

"Peter hasn't got any photos." Buffy was trying her best to keep calm. This guy was driving her through the roof. Jonah backed off Peter and looked over his shoulder at the blonde.

"How do you know? Who are you? Why do I care?" He said mockingly.

"I know because I was with Peter last night, my name is Buffy Summers and you care because I can tell you that Peter here was the victim of a gang war." She finished and Peter thought she was insane. She had actually mocked J. Jonah Jameson. This girl was tough, or stupid. Although for the first time in his life, Peter was glad that he was himself even with all the injuries. Peter knew that the gang war thing was a lie, but in a city where gangs fight constantly who'd notice if one photographer said he was hurt in one of the fights.

May gasped and hugged her nephew.

"Peter thank God you're alive. I've heard terrible things about those gangs. The last thing I'd ever want is for you to be one of the victims of such scum." She ranted and continually hugged him, making the pain in his shoulders increase from the amount of pressure being applied to them.

MJ also gasped, but didn't hug him, instead she rubbed his back in a friendly and worried way.

J.J had now let Peter be and was squaring on Buffy, he had been in so much shock from the fact that someone had spoken back to him that he almost dropped his cigar, almost… not quite.

"A gang war?" He gaped at her. "My best freelancer!" Peter's face lit up, Jonah turned back to face him. "Sorry, my only freelancer…" Peter went back in to a sulk. "… was attacked by a gang in a gang war?" Buffy nodded. She had seen nearly all vampire attacks in the west being told in the media as gang wars or government testing, etc. She knew that if they made a simple excuse that people would believe, it would sort itself out.

Jonah pulled a cell phone from his pocket and dialled a number.

"Hoffman!" He bellowed in to the phone. The door behind him opened slightly and a man with thick glasses and black, greasy hair stuck his head around the corner.

"Yeah boss?" He said. Jonah jumped and slammed the phone back in to his pocket.

"Jesus boy, what are you trying to do, give me a heart attack?" He gestured for Hoffman to come in. The man entered. "Anyway what are you doing here?"

"Well Robbie and I carpool and you called him to tell him about Peter, and…"

"Yeah, yeah okay. So is Robbie with you?" Jonah asked. Hoffman nodded. The negro newsman stuck his head around the door.

"Hi Pete." Robbie said. He walked in to the room with the usual confidence Peter always thought he had about him.

"Robbie! Great to see you!" Jonah welcomed his colleague. "Now why is half of my staff in this hospital room?" Hoffman raised his index finger and opened his mouth, about to say something. Jameson shoved his palm in the man's face. "Quiet!" He didn't take his eyes off Robbie. Robbie didn't make eye contact with Jonah, from fears that he would suffer the same torture that his co-workers seemed to suffer when they looked directly at Jonah.

"Well you told me that our best student freelancer was in hospital," He didn't mention that Peter was the only freelance photographer like Jonah did. Joseph 'Robbie' Robertson always saw the best in people, he was the one who calmed Jonah down when the aggression got too much. He was the one that continually kept telling J.J that Spider-man was the valiant hero of New York, "so I came to drop off a get-well gift and my best wishes." He handed a fruit basket, that he had carried in with him, to Mary Jane. Peter could see a note, stuck on the basket, with his workmates' signatures on it. Even Eddie Brock's autograph was on the card. Peter was surprised at this because he and Brock had been photographic rivals since he started taking pictures for the Daily Bugle.

Peter felt an emotion that he felt all too rarely, happiness. Usually he had been let down by the world but here was an example of others caring and supporting him.

Robbie then noticed the cards standing on Peter's bedside table and pulled a small set of cards from his jacket pocket. He handed them to May and then shook her hand.

"Hello Mrs. Parker." He smiled at her, she was happy to see a smiling face rather than the rampaging madman in the centre of the room. "I'm Joe Robbie Robertson. Peter speaks very fondly of you at the Bugle." May returned the smile.

"Well I'm glad to hear that."

Jonah and Hoffman were plaguing Buffy with questions and surrounded her so much that Robbie didn't get a look at her. If he had seen her face he would have recognised her from Peter's photographs from the Queens hospital. Robbie then shook Peter's hand once more and said his goodbyes.

"See you at work." He got to the door. "But I suppose you won't make work for a while." This immediately got Jonah's attention.

"The Hell he won't!" Jonah barked. "Parker! You're to be taking as many pictures of Spider-menace as you can and I want them on my desk by lunchtime! Oh and you're hospital bill will be sorted out by one of our employees." He leaned forward, towards Peter and stared, looking very serious. "You do have health insurance don't you?"

"Jonah." Robbie said, with a slightly pleading tone. "He can't work now, look at him. Boris Karloff didn't wear that many bandages on the set of, 'the Mummy.'" Jonah looked Peter up and down. The smoke from his cigar billowed in Peter's face, causing Peter to cough.

"Okay I'll give you a week off with a thirty percent cut in pay." Peter looked grateful, this was the highest form of generosity he had ever seen Jonah give. Jonah reached the door before turning back. "Parker?" Peter raised his head, expecting a get well wish from the seemingly new and more generous J.J. "Make that a fifty percent cut." Peter sulked once more and Jonah spun on his feet and stormed out. There was no reason for him to storm out, nothing had made him angry it's just that storming out of rooms was something J. Jonah Jameson was very good at, even if he did spend most of his time sitting down.

Robbie quickly gave Peter a thumbs up and strolled off down the hospital corridor. Hoffman shook Peter's hand, gave Buffy a Daily Bugle card with a number for her to call if she wanted to give her story and shook her hand too before leaving as quickly as he entered.

* * *

Peter awoke in the same hospital bed as he had been in all day. There were few minutes of sunlight left. His first intention was to look out the window, where he saw a natural red sunset. The brick stands of the Queensboro Bridge gleamed a reddish brown colour that stood out from the blue of the Hudson river. Peter pulled his legs up so that his knees pushed against his chest and were held in place by his arms and he rested his head on his knees. He watched the scene before him calmly. The small bit of land known as Roosevelt Island stood still and stood in the way of Peter's view of the sun's descent. Swiftly, the sun fell below the horizon and there was a light navy tinge to the sky. Peter had seen this before. Often were the times where he raced from work or family, just to get a view of the sunset. To him the sun was beautiful, it was the source of mankind's energy and made the most striking colours in the air. Peter's artistic side considered the sky as a canvas and the sun as an artist with the talent of a million Van Goghs or Picassos. The eraser was the pollution that rose from the factories of Roosevelt Island. Peter always thought that pollution was a menace, destroying anything beautiful and filling the environment with poison and death.

Peter noticed that he hadn't noticed the effluence until the sun was gone. He thought it was a bit funny how he only noticed horrible things after the light had gone.

'Well at least I had a chance to see the sunset before that pollution rose in front of it.' Peter thought. He remembered about the first few days of his Spider-man life, when he first gained his powers. For fun he had climbed both the Chrysler building and the Empire State building. He had enjoyed the design of the Chrysler building's structure and thought he looked cool, leaning over the eagle shaped statues. But the very top of the Empire State building was where he had been where the sun had set. It had caught his attention and he found himself sitting there and watching in awe at the sight of the giant ball of gas' dive below the city skyline and the sky's excellent change in colour.

Peter was lost in thought, his conscious mind was swimming in an ocean world of contemplation and mental soothing. His respect for the sunset had made him consider what vampires and other creatures there were running through the city that he was unaware of. He laid back on the bed and pressed his head against the wall behind him.

Then he spotted something, something on his table. Hidden under his digital clock was a flat, blood red envelope. Peter lifted the clock and pulled it out. He immediately sat up when he read that the card wasn't addressed to Peter Parker, but was instead addressed to, in dark, mysterious writing, '_Spider-man._' Peter ripped the edge off the envelope and pulled out the letter within.

The letter had been written on an, evidently, old piece of parchment. The edges of the paper were ripped and the paper was stained. The writing was fresh and had been written in black ink. The passage read,

'**_Hello Peter._**

_**How are you? I heard that you were temporarily sited in a hospital bed and I was wondering how you found my little challenge?**_

_**Yes that's right I sent the werewolf after you. True, I didn't suspect he'd win, but then again I didn't know you were dealing with vampire slayers either.**_

_**I'll leave you with a word of warning young Mr. Parker. This was just the first. The first sign of my vengeance and trust me there will be more, And you will not survive. Goodbye Peter.**_

**_From ?_**'

The second Peter finished reading the letter, the small piece of paper's temperature suddenly increased and singed Peter's hands. He yelped and chucked it out in front of him as it burst in to flames. He pressed his fingers against his palms and put the fire out with a web.

The burnt article floated to the floor gently and rested flat upon the squeaky clean base. Peter looked down at it over the edge of the bed and found that all the letterings of the paper had burnt away. He shot another web at the paper and whipped up in to his hands. He placed it down on the table and stared forward. He went back in to his seated position, with his knees held against his chest and he rubbed the back of his head. He rocked back and forth gently and tried to calculate the answer to the mystery behind the unexplained letter.


End file.
